PVH Corp. (PVH)
NYSE: PVH · Real-Time Price · USD
92.10
-1.54 (-1.64%)
Apr 27, 2026, 1:31 PM EDT - Market open
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AGM 2017

Jun 15, 2017

Speaker 1

Good morning. I'm Mark Fisher, General Counsel and Secretary of CV8 Corp. As a tribute to the late, great, greatest show on earth, I introduce our Safe Harbor statement mostly. Ladies and gentlemen, investors of all ages, the presentation to be made during this meeting may include market and industry data from research surveys, studies and publications issued by third parties and information from customers. While we may believe that any such information is reliable, we have not verified it and do not represent its accuracy.

The presentations also contain forward looking statements that reflect our review as of May 24, 2017, of future events and performance. These statements are subject to risks and uncertainties, including those identified in our SEC filings. As such, our future results could differ materially from previous results or current expectations. These risks include our right to change our strategies, objectives and intentions our need to use significant cash flow to service our debt obligations our businesses' vulnerability to weather, economic conditions, fuel prices, fashion trends, loss of retail accounts, epidemics, war, terrorism, scarcity of raw materials and other factors our reliance on the sales of our business partners and our exposure to the behavior of our associates, business partners and the celebrities and designers whose names we own or license. We do not undertake any obligation to update publicly any forward looking statements, including estimates regarding revenue and earnings.

The presentations also include non GAAP financial measures as defined by the SEC. Reconciliations of these measures are included in our current reports on Form 8 ks identified in the press release announcing this meeting. The 8ks are available on pvh.com and the SEC's website. Now, I'd like to introduce Manny Tirico, Chairman and CEO of PVH.

Speaker 2

Good morning and welcome. I would like to officially call the 2017 medium stockholders of PVH Corp. To order. As first order of business, I would like to introduce the directors and nominees for directors who are present today. I'm going to do it alphabetically, Mary Baglevo, Brent Kalinicos, Juan Figueroa, Joe Fuller, Jim Marino, Penny McIntyre, Amy McPherson, who just stepped out and will be right back, Henry Nestella, Ed Rosenfeld, Craig Rydon and Amanda Sorey.

All of these individuals, along with myself, are nominees for Director this year. Also present are representatives from Ernst and Young, Michael Petrone, David Viederami, Joel Wagner, who are our outside auditors and are here and available to respond to questions later in our program. The Secretary has informed me that we have an affidavit certifying the mailing of the notice of the annual meeting, the proxy statement, the form of the proxy and the annual report. It will be annexed for the minutes of this meeting. Dawn Coleman of Wells Fargo Shareowners Services, our transfer agent, has been appointed as the Inspector of the election for this meeting.

An Oath of Inspector has been filed and will be also annexed to the minutes of this meeting. Any stockholder who has not executed a proxy or wishes to change his proxy may vote his shares in person by requesting a registration form and ballot. Does anybody need a proxy or a ballot form? Okay. The number of outstanding shares of our common stock eligible to vote as of April 20, 2017 was 78,000,000 5,443.

The Inspector of Election has advised me that we have over 50% of the eligible votes represented at the meeting, and therefore we have a quorum. In fact, we have approximately 64,800,000 votes or 83% of the eligible votes represented at this meeting. As indicated in the proxy statement, we have 4 matters to vote upon at this meeting. After the introduction of each matter, you will be given the opportunity to comment on the specific proposal. Please hold all other questions until the question and answer period later in the meeting.

The meeting is now open to consider the election of 12 directors for the coming year. May I have the proposal?

Speaker 1

I move that the stockholders of PVH Corp. Elected Directors, Mary Baglevo, Brent Kalinikos, Emmanuel Chirico, Juan Figueredo, Joseph B. Fuller, V. James Marino, G. Penny McIntyre, Amy McPherson, Henry Nacella, Edward R.

Rosenfeld, Craig Rydon and Judith Amanda Sorey Knox to serve for a term of 1 year expiring at the Annual Meeting of Stockholders in 2018 is set forth in the proxy statement for this meeting.

Speaker 2

Are there any questions or comments about the matter? With that, I'll close the matter and move to the next vote. The meeting is now open to consider the approval on an advisory basis of the compensation paid to the company's named executive officers.

Speaker 1

May I have the proposal? I move that the stockholders of PVH Corp. Approve on an advisory basis the compensation paid to our named executive officers as disclosed pursuant to the rules of the Securities and Exchange Commission in the proxy statement for this meeting.

Speaker 2

Are there any questions or comments on the proposal? With that, I will close the matter. Moving to the next item, the meeting is now open to consider on an advisory basis the frequency of future advisory votes on the compensation paid to the company's named executive. May I have the proposal? I move that

Speaker 1

the stockholders of PVH Corp. Approve on an advisory basis a frequency of 1 year with respect to future advisory votes on executive compensation.

Speaker 2

Are there any questions or comments? There being none, I will close that matter. The meeting is now open to consider the ratification of the appointment of Ernst and Young LLP as auditors for the current fiscal year. May I have the proposal?

Speaker 1

I move that the stockholders of PVH Corp. Ratify the appointment of Ernst and Young LLP as independent auditors of the company for the fiscal year ending February 4, 2018, as set forth in the proxy statement for this meeting.

Speaker 2

Any questions or comments on the proposal? With that, I will close the matter. And at this point, I'll do a brief business overview and then open up the meeting for questions. As you know, PVH is a global leader in the apparel industry. We are one of the largest apparel companies in the world with over $8,000,000,000 in revenues.

Our strategies, which we've discussed numerous times, continue to focus on driving consumer engagement by investing in our brand and by effectively engaging with our consumers, both online and in store. We look to expand the Calvin Klein and Tommy Hilfiger brands, expand their worldwide reach and assume more direct control over the various licensed businesses around the world. One great example of this was our acquisition of the Tommy Hilfiger China business in April of last year. Clearly, that business has been integrated and performing exceedingly well. We do China, obviously, is one of our great growth markets, and we seem to be integrating that business well, seeing the growth we expect out of that business and getting the synergies of combining it with our Calvin Klein business.

And we see that strategy continuing in other areas of the world. We'll continue to invest in our global operations and our digital platforms to improve our overall operating effectiveness and continue to support our growth initiatives. We look, which is a key issue for us, we look to develop and retain the talent. Our people are by far our most important asset next to our brand. We invest in our people and their career development and we try to maintain a very inclusive work environment where everyone feels valued and based on their contribution.

We continue to generate strong earnings and solid cash flows in order to drive long term growth and also long term capital growth for our stockholder return. Key to us is our culture. We have been over the last 10 years a company that has grown organically, but also through acquisitions. When you do that, your corporate culture is key and keeping that culture moving going forward is critical. We try to incorporate the best of the businesses that we are incorporating when we acquire the Calvin Klein business, Tommy Hilfiger business or the Wanaco business.

We didn't look to just assume those business. We looked to make them part of our culture, take the great heritage that those businesses had and make it part of the PVH overall culture. It all starts with our people. We really look to look at the individual. We allow people to be themselves and create an inclusive work environment.

When you do that, it's critical that people collaborate, that we build partnerships across our brands and our business. If you work at PVH, you know that action is critical to our success. Our people live and breathe the brands that they operate in and the businesses that they operate in, and they do it all with the highest level of integrity. I really believe we walk, we don't just talk a walk, and we hold ourselves accountable for our results, our actions and how we deliver those results in an appropriate manner. And it all comes back to that we really believe we have to measure ourselves more than just by our balance sheet or our bottom line.

It's about how we react in the world, how we treat the world. It really is a focus on our corporate responsibility initiative, which are a clear part of our overall strategy. There's 3 key elements to that. It's people. We want to improve the lives of people, not only that work at TBH, but are in our supply chain, which is very large.

We look to make sure those the factories and the operations that those that we're operating with are safe and that they're providing an appropriate return on their for their work level, that their compensation is appropriate. We look at PVH to create a great place to work and in an environment that's always inclusive and allows people to be themselves while delivering results. We focus on the impacts we have on the environment. We look to reduce greenhouse emissions. We focus on sustainable raw material usage throughout the sourcing process.

We look to reduce packaging. We find that as a major area that we've had some significant wins on as we go forward. And we look clearly, a major issue for our industry is safeguarding and preserving water usage, and we are really trying to be on the forefront of that as we move forward. Within all of that, we operate in various communities around the world, and we want to contribute back to those communities. Our focus is on supporting the women and children around the world and to make their lives and improve their lives going forward.

Given our size, our sales, the industry we're operating, being one of the largest operators in the apparel industry, we can make a difference. We are a large provider. There's over 1,000,000 workers in our supply chain. We operate in 50 countries around the world, and we can have an impact by the way we move forward, by the examples we've set for other companies and by moving our partners forward as we go as we are on this journey. We have all of that is great, but you can't do it unless you deliver appropriate results.

And we have a rich history of sales and earnings growth. We've seen our revenues grow over the period from 2,003, and we always start with 2,003 because that was the beginning of our transformation as a company when we 1,003 and we always start with 2,003 because it happens at the beginning of our transformation as a company when we acquired the Calvin Klein business, all the way through 2016 where we've seen revenues growth of 14% and earnings per share growth during that same period of time of 16%. Our 3 key businesses, as you all know, Calvin Klein, our largest brand with over $8,000,000,000 in global retail sales, reported revenues for the businesses we operate directly of over $3,000,000,000 the highest overall operating margin business well over 13%. Our goal is this business should be operating close to 15% as currencies come back in line and as the business continues to expand. Our Tommy Hilfiger business approaching $7,000,000,000 in global retail sales.

The business is extremely strong today. In parts of the world, the business is really on fire. We've seen our reported revenues, our largest operated business, over $3,500,000,000 in sales. Operating margin is very healthy. And here, we see the opportunity to improve our operating margins by at least 100 basis points.

Again, as currencies come in line, as we see continued growth, particularly internationally where our operating margins tend to be about 100 basis points higher than our U. S. Operating margin. And then our heritage businesses, which are our legacy businesses, representing a little bit under 20% of our volume, about 10% of our profitability. The role of these businesses are to maintain their market share, continue to give us scale, particularly here in North America and to generate solid cash flows that get to be reinvested back into our growth initiatives, principally behind Calvin and the Tommy Hilfiger business.

We had a very strong Q1, exceeding our guidance for The Street. We reported $2,000,000,000 in revenues, which was 5% higher on a constant currency basis for the same period last year. Our earnings per share grew to $1.65 a share, which exceeded our guidance and on a constant currency basis was up 17% year over year. We were very happy with that performance. And given that performance in the Q1, we were able to raise our guidance for the year overall.

We're now looking for revenues of about $8,400,000,000 excuse me, which on a constant currency basis would be about 5% growth. We see our non GAAP EPS growing to between $7.40 $7.50 and that would be a 14% to 50% growth on a constant currency basis over the prior year. We feel the way we're planning our businesses are very prudent. As tough as the U. S.

Market is today, and if we read all the story about store closings, bankruptcies, the retail mall being under so much pressure. We are feeling that in our business, but it's clearly outperforming our competitive set and even in that environment in the U. S, continuing to grow our overall revenues. But at the same time, internationally, where over 50% of our revenues are and over 65% of our profits, that's where we're really seeing outsized growth. We're seeing it in Asia, as you would expect, with our China business is really driving it.

Our European businesses continue to be very, very strong, clearly outperforming the market overall. Our Calvin business growing in Europe in excess of double digits overall, particularly on the wholesale side where our order books are running up 25%. Our Tommy Hilfiger business, which is up high single digits and in the Q1 comps came in at over 14% for our own comp store growth. We are planning the balance of the year for that part of the world much more conservatively, but the performance continues into the Q2. And I think we have the opportunity to really outperform the guidance and our operating plans as we move forward, particularly driven by Europe and Asia.

Our balance sheet today is very strong. When we made the Wanaco acquisition, we lay it on a level of debt in order to take advantage of the growth level of debt in order to take advantage of the growth opportunity that we saw, the ability to reunite the household of Calvin Klein, the jeans and underwear business in particular. And you can see over a 4 year period, we've had a debt pay down of over $1,700,000,000 And I think that just shows that our balance sheet is well positioned today. We'll be generating significant cash flow this year, which will allow us again to reduce our debt and to return capital back to our shareholders. So I think we're in a very strong position as opportunities present themselves from an acquisition point of view to take advantage of those opportunities, both, as I mentioned, from a licensing buyback point of view to take back some of the businesses today that's either product categories or geographies that we think we can operate directly inside the house better than through licensing partners or looking at another brand that might make sense to put on top of the portfolio to take advantage of the global the regional operating platforms that we have around it.

We don't like to brag or talk about ourselves as recognition, but I think 3rd party recognitions kind of just highlight the performance of the company outside of the financial results. And the things that we're most proud of is we continue to be a place whether recognized by Forbes of Fortune as Best Places to Work or Most Admired Companies or the business of fashion in our industry about the type of company we are and the type of employment environment we provide for our associates. And then also, what I'm most proud of is over the last 6 years, the recognition that we received from CR Magazine, Corporate Responsibility Magazine, as being one of the 100 best corporate citizens from around the world. And that's out of a list of over 2,000 public companies from around the world. So I think we're in really great company there and I think it's a testament to the way we try to operate the business at the highest levels of integrity and with the highest level of accountability.

And with that, we'll open up if any of the shareholders have a question or comments or would like to ask about the business. There being no questions, I'd like to ask Michelle O'Donnell to come up, our Assistant Secretary, to give us the results of the voting.

Speaker 3

The Inspector of Election has certified to the results of the matters voted upon at this 2017 Annual Meeting of Stockholders. The certification which will be appended to the minutes of this meeting provides in part that the annual meeting was held pursuant to notice duly given. The inspector was sworn to execute faithfully the duties of Inspector of Election with strict impartiality and according to the best of her ability. There were present in person or by proxy holders of 64,800,631 shares of common stock or 83% of the shares eligible to be voted at the meeting. A quorum for all purposes was present at the meeting.

Each of the 12 nominees for director received a majority of the votes cast and was declared to be duly elected for a term of 1 year. The advisory proposal to approve the compensation paid to our named executive officers was approved by 90% of the votes cast and was declared to have been duly adopted. The proposal to approve on an advisory basis that future stockholder advisory votes on executive compensation should occur annually, having received a majority of the votes cast on such proposal was declared as duly adopted. The resolution ratifying the appointment of Ernst and Young LLP as auditors for the fiscal year ending February 4, 2018, received an affirmative vote of a majority of the shares present and was declared to have been duly adopted.

Speaker 2

Thank you, Michelle, and thank you for all your help in preparing for the Annual Meeting.

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