Inter Parfums
Annual Report 2013

Plain-text annual report

1 TABLE OF CONTENTS Financial Highlights 02 Letter to Shareholders 04 The Company 08 The Products 16 The Organization 56 INTER PARFUMS, INC. 2013 ANNUAL REPORT2 financial Highlights $ 654.1 $ 615.2 $ 563.6 $ 460.4 $ 409.5 $ 131.1 $ 407.2 $ 381.5 $ 252.7 $ 235.0 $ 226.7 $ 39.2 $ 32.3 $ 26.6 $ 22.4 2009 2010 2011 2012 2013 2009 2010 2011 2012 2013 2009 2010 2011 2012 2013 NET SALES (In millions ) NET INCOME ATTRIBUTABLE TO INTER PARFUMS, INC. (In millions ) INTER PARFUMS, INC. STOCKHOLDERS’ EQUITY (In millions ) financial highlights 3 SELECTED FINANCIAL DATA The following selected financial data have been derived from our financial statements, and should be read in conjunction with those financial statements, including the related footnotes. (In thousands, except per share data) INCOME STATEMENT DATA: Net Sales Cost of Sales Selling, General and Administrative Operating Income Income Before Taxes Net Income Attributable to the Noncontrolling Interest Net Income Attributable to Inter Parfums, Inc. Net Income Attributable to Inter Parfums, Inc. Common Shareholders’ per Share: Basic Diluted Average Common Shares Outstanding: Basic Diluted Depreciation and Amortization BALANCE SHEET AND OTHER DATA: Cash and Cash Equivalents Working Capital Total Assets Short-Term Bank Debt Long-Term Debt (including current portion) Inter Parfums, Inc. Stockholders’ Equity Dividends Declared per Share 2013 $563,579 234,800 250,025 78,754 80,646 11,755 39,211 1.27 1.27 30,764 30,954 11,110 125,650 399,344 664,058 6,104 – 407,211 0.96 2012 2011 2010 2009 $654,117 $615,220 $460,411 $409,464 246,931 325,799 278,414 274,765 45,754 131,136 4.29 4.26 30,575 30,716 231,746 315,698 66,939 67,393 10,646 32,303 1.06 1.05 30,515 30,678 187,501 216,474 56,436 53,840 9,082 26,593 0.88 0.87 30,361 30,482 175,296 187,690 44,801 46,348 7,791 22,367 0.74 0.74 30,100 30,121 15,554 13,073 9,188 10,963 307,335 366,680 759,920 27,776 – 35,856 205,730 516,034 11,826 4,480 37,548 183,594 438,105 5,250 16,129 100,467 197,663 419,088 5,021 29,594 381,476 252,674 234,976 226,746 0.32 0.32 0.26 0.133 INTER PARFUMS, INC. 2013 ANNUAL REPORT 4 2013 letter to our Shareholders DEAR FELLOW SHAREHOLDERS, 2013 was a very successful and exciting year for Inter Parfums. and exercised its option to buy back the license. The termina- Major highlights included: tion of the agreement had a number of pronounced impacts • Our ongoing brands delivered excellent growth; on our financials that make a comparison of our 2013 report- • We expanded our portfolio of brands, signing agreements ed results to those of 2012 somewhat difficult, including a: with Shanghai Tang, Agent Provocateur and • large one-time “above the line” gain on our income statement Oscar de la Renta; in the fourth quarter of 2012; • We introduced our first new fragrances for Boucheron • significant boost to our gross and operating margins in and Repetto; the first quarter of 2013 as we sold Burberry inventory • We also launched new scents for Lanvin, Jimmy Choo, with minimal promotion and advertising cost; and, Van Cleef & Arpels, Paul Smith, and Anna Sui; and, • year-over-year decline in our consolidated net sales for • We established a new subsidiary, Inter Parfums USA Hong the full year of 2013. Kong Limited, to support our expanding presence in Asia. The strong performance of our business in 2013 was not million in proceeds we received from the termination aug- apparent in our reported financial results, which were ob- menting our already strong balance sheet, we began 2013 scured by the termination of our license agreement with Burb- well positioned for growth through a combination of in- erry towards the end of 2012. After 20 years, over the course vestment in our existing business, and the addition of new of which we grew the brand’s fragrance sales to more than brands. We were very successful on both fronts in 2013. With our core portfolio of attractive brands, and the $236 $300 million at a compounded annual growth rate of approxi- mately 25%, Burberry decided to bring the business in-house letter to shareholders 5 Our business generated cash flows from operating activi- ties of approximately $49 million in 2013. We entered 2014 with $399 million in working capital including approximately $307 million in cash and cash equivalents and short-term in- vestments; and we continue to have no long-term debt. Our strong balance sheet and consistent cash flows enabled us to pay a special cash dividend of $0.48 per share in December 2013, on top of our regular quarterly cash dividend of $0.12 per share, or $0.48 per share annually. Given our substantial financial flexibility, we expect to continue to find ways to en- hance returns to shareholders, while at the same time invest- ing in growth opportunities. BUSINESS OVERVIEW EUROPEAN-BASED OPERATIONS European-based product sales of our on-going brands expe- rienced robust growth in 2013 reflecting a combination of continued momentum for existing fragrances, coupled with a number of successful new launches. Montblanc had another spectacular year, with sales rising 40% driven by the ongo- ing strength of the men’s Legend line launched in 2011 and the increasing popularity of Legend for women introduced in FINANCIAL OVERVIEW 2013 COMPARED TO 2012 Jean Madar and Philippe Benacin 2012. Jimmy Choo sales rose 41%, propelled by demand for its signature scent, along with Flash, our second women’s scent that we launched early in 2013. Lanvin, our largest brand, grew 11% as the spring 2013 launch of Lanvin Me • Net sales of ongoing brands (excluding Burberry brand added to impressively persistent gains by Eclat d’Arpège, sales) increased 22.8% to $433.3 million from $352.7 million.; a scent we introduced more than 10 years ago. The intro- • Reported net sales were $563.6 million, which included duction of Rêve spurred an 11% improvement in Van Cleef $130.3 million of Burberry sales, predominantly in the & Arpels sales, while Boucheron grew 10% due largely to first quarter, compared to $654.1 million, which included the launch of Place Vendôme, our first new product for the $301.4 million in Burberry brand sales. brand. Finally, our introduction of the first-ever fragrance for • Sales of ongoing brands by European-based operations Repetto, its signature scent, far exceeded our expectations, were $333.7 million, up 23.3% from $270.5 million. generating a meaningful contribution to sales in only seven • U.S.-based operations generated net sales of $99.3 months in the market. million, up 20.5% from $82.3 million. While 2013 was a busy year for new fragrance introduc- • Gross margin was 58.3%, compared with 62.2%. tions for our European-based operations, 2014 is shaping up • S, G & A expense as a percentage of sales was 44.4%, to be highly active as well, both for our established and newer down from 49.8%. brands. Our first major launch of 2014 was for Balmain, called • Operating margin was 14.0% compared to 12.2%, Extatic, which we introduced through select distribution in Eu- excluding a $198.8 million gain on the termination of the rope, the Middle East and the Far East. Later in the year, we Burberry license. will sell it into South America and in the second half, in the • Net income attributable to Inter Parfums, Inc. common U.S. Also during the first quarter, we unveiled Karl Lagerfeld shareholders was $39.2 million, or $1.27 per diluted scents for men and women at Harrods, Macy’s, BHV Marais share, up from $38.1 million or $1.24 per diluted share in and Galleries Lafayette, as well as Karl Lagerfeld boutiques 2012, excluding the gain on the termination of the with a worldwide rollout to ensue as the year unfolds. This Burberry license. should be our largest product launch of the year. We also have INTER PARFUMS, INC. 2013 ANNUAL REPORT6 Emblem, a new men’s fragrance for Montblanc coming to mar- lingerie brand, Agent Provocateur. Best known for its very up- ket. S.T. Dupont has two new scents, one each for men and scale and edgy lingerie, Agent Provocateur also markets its women during the summer, then in September 2014 we will swimwear, bridal specialties, bedding and accessories. We embark on an exciting venture into the world of sports launch- introduced our first new scents for Agent Provocateur, Fatale ing a men’s fragrance line under a partnership with Europe’s and Fatale Pink, during the spring of 2014. premiere football franchise, Paris Saint-Germain. In December 2013 we acquired certain assets of the fra- grance division of Oscar de la Renta, LLC and entered into U.S.-BASED OPERATIONS an exclusive worldwide licensing agreement to create, Our U.S.-based operations, which posted a 21% increase produce and distribute perfumes and cosmetics under the in sales for 2013, are becoming an increasingly prominent Oscar de la Renta brand. The world renowned house of Oscar contributor to our success. The strong growth was driven in de la Renta began in 1965, and over the decades has been part by the highly successful rollout of Anna Sui’s La Vie de a couturier of choice for celebrities of all varieties from ac- Bohème during the spring and summer. In specialty retail, tresses to many of America’s first ladies. The designer has during the third quarter of 2013 we launched Wildbloom deep roots in the fragrance category; in 1977 he launched his Rouge and Wildblue Noir for Banana Republic, and Nouveau namesake women’s fragrance, OSCAR, which in 1991 won the for bebe. Additionally, we began marketing the legacy fra- Fragrance Foundation’s Perennial Success Award and remains grances of Alfred Dunhill in the spring, and Agent Provocateur the brand’s leading scent. In addition to fragrance and his in the fall of 2013, which were incremental to our year-over- signature ready-to-wear apparel collections, the world of Os- year sales comparison. car de la Renta includes accessories, bridal, swimwear, sleep- Our U.S. business is also having a busy 2014 with a number wear, shoes, jewelry, eyewear, and home collections. We plan of new product introductions already underway and planned. to unveil our first new scent for Oscar in Spring 2015. We will have two new men’s scents for Alfred Dunhill coming to market in phased launches through the year, which should CONCLUSION be seen more prevalently on retail shelves in early 2015. Ba- We had a very productive 2013 with our existing brands and nana Republic will introduce a new collection called Modern the addition of new partnerships. With the opportunities be- for men and women. fore us, we remain highly enthusiastic about our prospects for Our U.S.-based operations added three promising brands growth. Our very solid financial position enables us to pursue in 2013 – Shanghai Tang, Agent Provocateur and Oscar de untested and uncultivated fragrance brands, as well as estab- la Renta. In July we signed a 12-year exclusive worldwide li- lished businesses with meaningful sales and earnings that we cense to create, produce and distribute perfumes and related can further develop. With that said, as always, we will remain products for Shanghai Tang. As China’s leading luxury brand, vigilant as we evaluate new opportunities, engaging with only Shanghai Tang champions the richness and beauty of the Chi- those brands that fit our business model and offer the great- nese culture through its contemporary lifestyle offering of ap- est potential to generate strong returns. parel and accessories for men, women and children, as well Finally, our deepest thanks go out to the more than 300 as home collections. We plan to launch an assortment of nine members of the Inter Parfums team. We are very fortunate to new fragrances for Shanghai Tang late in 2014 evoking the have such a talented, hardworking group of people committed glamour of Shanghai in the 1940’s. to the success of our Company and to our growth in the years In order to manage our global Shanghi Tang operations and to come. cultivate this important relationship, we established a new subsidiary in Hong Kong, Inter Parfums USA Hong Kong Lim- Sincerely yours, ited. Expansion in Asia is a strategic priority for us, and we expect this new office to serve as a growth platform for our other brands, particularly those that already have a meaning- ful presence in the region, such as Anna Sui. Jean Madar Philippe Benacin In August 2013 we commenced a 10.5-year exclusive Chairman of the Board Vice Chairman of the Board worldwide license agreement to create, produce and distribute Chief Executive Officer & President perfumes and related products under London-based luxury letter to shareholders 7 Philippe Benacin Vice Chairman of the Board & President Karl Lagerfeld INTER PARFUMS, INC. 2013 ANNUAL REPORT 8 the Company Oscar de la Renta Oscar Signature WE ARE INTER PARFUMS, INC. WE OPERATE IN THE FRAGRANCE BUSINESS, AND MANUFACTURE, MARKET AND DISTRIBUTE A WIDE ARRAY OF FRAGRANCES AND FRAGRANCE RELATED PRODUCTS. ORGANIZED UNDER THE LAWS OF THE STATE OF DELAWARE IN MAY 1985 AS JEAN PHILIPPE FRAGRANCES, INC., WE CHANGED OUR NAME TO INTER PARFUMS, INC. IN JULY 1999. WE HAVE ALSO RETAINED OUR BRAND NAME, JEAN PHILIPPE FRAGRANCES, FOR SOME OF OUR MASS MARKET PRODUCTS. Our worldwide headquarters and the office of our three two (2) distribution subsidiaries, Inter Parfums Limited (3) wholly-owned United States subsidiaries, Jean Philippe and Inter Parfums Gmbh, covering territories in the United Fragrances, LLC and Inter Parfums USA, LLC, both New York Kingdom and Germany, respectively, and is the sole owner of limited liability companies, and IP Beauty, Inc. (formerly three (3) distribution subsidiaries, Inter España Parfums et Nickel USA, Inc.), a Delaware corporation, are located at 551 Cosmetiques, Inter Parfums srl, covering the territory of Spain Fifth Avenue, New York, New York 10176, and our telephone and Italy, repectively, and Interparfums Luxury Brands, Inc., number is 212.983.2640. We also own 100% of Inter Par- a Delaware corporation, for distribution of prestige brands in fums USA Hong Kong Limited indirectly through our 100% the United States. Interparfums SA is also the sole owner of owned subsidiary, Inter Parfums USA, LLC. Interparfums (Suisse) SARL, a company formed to hold and Our consolidated wholly-owned subsidiary, Inter Parfums manage certain brand names, and Interparfums Singapore Holdings, S.A., and its majority-owned subsidiary, Interparfums Pte., Ltd., an Asian sales and marketing office. SA, maintain executive offices at 4, Rond Point des Champs Our common stock is listed on The Nasdaq Global Select Market Elysees, 75008 Paris, France. Our telephone number in Paris under the trading symbol “IPAR”. The common shares of our is 331.5377.0000. Interparfums SA is the majority owner of subsidiary, Interparfums SA, are traded on the Euronext Exchange. the company 9 Repetto We maintain our internet website at www.interparfumsinc.com note that we do not own any manufacturing facilities. We act which is linked to the Securities and Exchange Commission as a general contractor and source our needed components Edgar database. You can obtain through our website, free of from our suppliers. These components are received at one charge, our annual reports on Form 10-K, quarterly reports on of our distribution centers and then, based upon production Form 10-Q, interactive data files, current reports on Form 8-K, needs, the components are sent to one of several third party and amendments to those reports filed or furnished pursuant fillers which manufacture the finished product for us and to Section 13(a) of the Securities Exchange Act of 1934 as deliver them back to one of our distribution centers. soon as reasonably practicable after we have electronically As with any business, many aspects of our operations filed them with or furnished them to the SEC. are subject to influences outside our control. We discuss in We operate in the fragrance business and manufacture, greater detail risk factors relating to our business in Item 1A market and distribute a wide array of fragrances and fragrance of this Annual Report on Form 10-K for the fiscal year ended related products. We manage our business in two segments, December 31, 2013, and the reports that we file from time to European based operations and United States based operations. time with the Securities and Exchange Commission. Prestige fragrance products are produced and marketed by our European operations through our 73% owned subsidiary EUROPEAN OPERATIONS in Paris, Interparfums SA, which is also a publicly traded We produce and distribute prestige fragrance products company, as 27% of Interparfums SA shares trade on the primarily under license agreements with brand owners, and Euronext. Prestige cosmetics and prestige skin care products prestige product sales through our European operations represent less than 1% of consolidated net sales. represented approximately 82% of net sales for 2013. We Our business is not capital intensive, and it is important to have built a por tfolio of prestige brands, which include INTER PARFUMS, INC. 2013 ANNUAL REPORT10 Lanvin, Montblanc, Jimmy Choo, Van Cleef & Arpels, Paul BUSINESS STRATEGY Smith, Boucheron, S.T. Dupont, Balmain, Karl Lagerfeld FOCUS ON PRESTIGE BEAUTY BRANDS and Repetto, whose products are distributed in over 100 Prestige beauty brands are expected to contribute significantly countries around the world. to our growth. We focus on developing and launching quality Burberry was our most significant license, and net sales fragrances utilizing internationally renowned brand names. By of Burberry products represented 23%, 46% and 50% of identifying and concentrating in the most receptive market seg- net sales for the years ended December 31, 2013, 2012 ments and territories where our brands are known, and executing and 2011, respectively. As discussed below, Burberry highly targeted launches that capture the essence of the brand, exercised its option to buy-out the license rights effec- we have had a history of successful launches. Certain fashion tive December 31, 2012 and we entered into a transition designers and other licensors choose us as a partner because agreement that provided for an extension of certain license our Company’s size enables us to work more closely with them rights and obligations for an additional three month period in the product development process as well as our successful through March 31, 2013. In addition, we own the Lanvin track record. brand name for our class of trade, and license the Mont- blanc and Jimmy Choo brand names; for the year ended GROW PORTFOLIO BRANDS THROUGH December 31, 2013, sales of product for these brands NEW PRODUCT DEVELOPMENT AND MARKETING represented 15%, 15% and 13% of net sales, respectively. We grow through the creation of fragrance family extensions Our prestige products focus on niche brands with a de- within the existing brands in our portfolio. Every year or two, we voted following. By concentrating in markets where the create a new family of fragrances for each brand in our portfo- brands are best known, we have had many successful lio. We frequently introduce “seasonal” fragrances as well. With launches. We typically launch new fragrance families for new introductions, we leverage our ability and experience to our brands every year or two, with some frequent “sea- gauge trends in the market and further leverage the brand name sonal” fragrances introduced as well. into different product families in order to maximize sales and The creation and marketing of each product family is profit potential. We have had success in introducing new fra- intimately linked with the brand’s name, its past and pres- grance families (sub-brands, or flanker brands) within our brand ent positioning, customer base and, more generally, the franchises. Furthermore, we promote the smooth and consistent prevailing market atmosphere. Accordingly, we generally performance of our prestige perfume operations through knowl- study the market for each proposed family of fragrance edge of the market, detailed analysis of the image and potential products for almost a full year before we introduce any of each brand name, a “good dose” of creativity and a highly new product into the market. This study is intended to de- professional approach to international distribution channels. fine the general position of the fragrance family and more particularly its scent, bottle, packaging and appeal to the CONTINUE TO ADD NEW BRANDS buyer. In our opinion, the unity of these four elements of TO OUR PORTFOLIO THROUGH NEW LICENSES the marketing mix makes for a successful product. OR ACQUISITIONS Prestige brands are the core of our business and we intend to UNITED STATES OPERATIONS add new prestige beauty brands to our portfolio. Over the past Prestige brand and specialty retail fragrance and fragrance twenty years, we have built our portfolio of well-known prestige related products are marketed through our United States brands through acquisitions and new license agreements. We operations and represented 18% of sales for the year ended intend to further build on our success in prestige fragrances and December 31, 2013. These fragrance products are sold pursue new licenses and acquire new brands to strengthen our under trademarks owned by us or pursuant to license or position in the prestige beauty market. To that end, in December other agreements with the owners of brands, which include 2012, we received the Burberry exit payment of €181 million Agent Provocateur, Alfred Dunhill, Anna Sui, Shanghai Tang, (approximately $239 million), which we believe should assist us Oscar de la Renta, Gap, Banana Republic, Brooks Brothers, in entering new brand licenses or outright acquisitions. However, bebe, Betsey Johnson and Lane Bryant. we cannot assure you that we will be able to enter into any future agreements or acquire brands, assets on terms favorable to us, or if we do, that any such transaction will be successful. We the company 11 Jimmy Choo INTER PARFUMS, INC. 2013 ANNUAL REPORT12 identify prestige brands that can be developed and marketed Brooks Brothers, bebe Stores, Inc. and Lane Bryant are in- into a full and varied product families and, with our techni- novative specialty retailers which offer a variety of lifestyle cal knowledge and practical experience gained over time, take merchandise to highly defined customer niches. licensed brand names through all phases of concept, develop- ment, manufacturing, marketing and distribution. RECENT DEVELOPMENTS BURBERRY EXPAND EXISTING PORTFOLIO INTO NEW CATEGORIES Burberry exercised its option to buy-out the license rights effective December 31, 2012. On October 11, 2012, the We intend to continue to broaden our product offering beyond Company and Burberry entered into a transition agreement the fragrance category and offer other fragrance related prod- that provided for certain license rights and obligations to con- ucts and personal care products under some of our existing tinue through March 31, 2013. The Company continued to op- brands. We believe such product offerings meet customer erate certain aspects of the business for the brand including needs and further strengthen customer loyalty. product development, testing, and distribution. The transition CONTINUE TO BUILD agreement provided for non-exclusivity for manufacturing, a cap on sales of Burberry products, a reduced advertising GLOBAL DISTRIBUTION FOOTPRINT requirement and no minimum royalty amounts. Our business is a global business and we intend to continue The transition agreement provided that Burberry invento- to build our global distribution footprint. In order to adapt ries at March 31, 2013 should be less than $20.0 million to changes in the environment and our business, we have in the aggregate. Actual Burberry inventory as of March 31, modified our distribution model and have formed and are op- 2013 aggregated approximately $18 million. During the sec- erating joint ventures or distribution subsidiaries in the major ond quarter of 2013, the Company and Burberry reached markets of the United States, Italy, Spain and Germany for an agreement regarding inventory and Burberry agreed to distribution of prestige fragrances. Although we may look into purchase $7.8 million of inventory at cost. Remaining in- future joint ventures arrangements or acquire distribution ventories were sold off in the ordinary course of business companies within other key markets to distribute certain of pursuant to our sell-off rights, destroyed or given to Burb- our prestige brands, we must also take into consideration the erry at no charge. effect of the termination of the Burberry license. Accordingly, As of September 30, 2013, the $10 million inventory re- we are presently in the process of liquidating our wholly- serve, recorded in December 2012 upon recognition of the li- owned distributor in the United Kingdom. While building a cense termination gain of $198.8 million, was fully consumed global distribution footprint is part of our long-term strategy, during 2013. we may need to make certain decisions based on the short- Accounts receivables and accounts payables were collected term needs of the business. We believe that in certain mar- and paid in the ordinary course of business. In addition, Burb- kets, vertical integration of our distribution network may be erry purchased fixed assets for $2.8 million as agreed in the one of the keys to future growth of our Company, and owner- transition agreement. ship of such distribution should enable us to better serve our customers’ needs in local markets and adapt more quickly as SHANGHAI TANG situations may determine. In July 2013, we created a wholly-owned Hong Kong subsid- iary, Inter Parfums USA Hong Kong Limited, which entered into BUILD SPECIALTY RETAIL BUSINESS a 12-year exclusive worldwide license to create, produce and We believe that specialty retailers are growing their beauty distribute perfumes and related products under China’s lead- business by partnering with companies like Inter Parfums. In ing luxury brand, Shanghai Tang. The agreement commenced that regard, we now have agreements in place for the follow- on July 1, 2013 and is subject to certain minimum sales, ad- ing brands, Gap and Banana Republic, Brooks Brothers, bebe, vertising expenditures and royalty payments as are customary Betsey Johnson and Lane Bryant. We are responsible for in our industry. We plan to launch the first fragrance collection product development, formula creation, packaging and manu- under the Shanghai Tang brand in late 2014. facturing under all of those brands. Gap, Banana Republic, the company 13 AGENT PROVOCATEUR SUPPLIERS WHO ASSIST US WITH PRODUCT In July 2013, we entered into a 10.5-year exclusive world- DEVELOPMENT INCLUDE: wide license to create, produce and distribute perfumes and • Independent perfumery design companies (Federico related products under London-based luxury lingerie brand, Restrepo, Fabien Baron, Aesthete, Ateliers Dinand); Agent Provocateur. The agreement commenced on August 1, • Perfumers (IFF, Firmenich, Robertet, Givaudan, Takasago) 2013 and is subject to certain minimum advertising expendi- which create a fragrance consistent with our expectations tures as is customary in our industry. We plan to launch the and, that of the fragrance designers and creators; first fragrance under the Agent Provocateur brand, Fatale and • Contract manufacturers of components such as glassware Fatale Pink, in 2014. In addition, we have taken over distribu- (Saint Gobain, Saverglass, Pochet, Nouvelles Verreries de tion of selected fragrances within the brand’s current perfume Momignie), caps (MT Packaging, Codiplas, Risdon, portfolio, and plan to revitalize the Agent Provocateur signa- Newburgh) or boxes (Printor Packaging, Draeger); ture scent. OSCAR DE LA RENTA • Production specialists who carry out packaging (MF Production, Brand, CCI, IKI Manufacturing) or logistics (SAGA for storage, order preparation and shipment). In October 2013, we entered into a 12-year exclusive world- wide license to create, produce and distribute perfumes and For our prestige products, component and contract filling related products under the Oscar de la Renta brand, which needs are purchased from many different suppliers located closed in December 2013, and is subject to certain minimum around the world. The suppliers’ accounts for our European advertising expenditures as are customary in our industry. We operations are primarily settled in euro and for our United purchased certain inventories and paid an up-front entry fee States operations, suppliers’ accounts are primarily settled in of $5.0 million. We have taken over distribution of fragrances U.S. dollars. The components for our specialty retail products within the brand’s current perfume portfolio, and plan to are sourced and our specialty retail products are primarily launch our first fragrance under the Oscar de la Renta brand produced and filled in the United States, and our mass market in the Spring of 2015. products are primarily manufactured, produced or filled in the PRODUCTION AND SUPPLY THE STAGES OF THE DEVELOPMENT AND PRODUCTION MARKETING AND DISTRIBUTION PROCESS FOR ALL FRAGRANCES ARE AS FOLLOWS: PRESTIGE PRODUCTS United States or China. • Simultaneous discussions with perfume designers and Our prestige products are distributed in over 100 countries creators (includes analysis of esthetic and olfactory trends, around the world through a selective distribution network. For target clientele and market communication approach); the majority of our international distribution of prestige prod- • Concept choice; ucts, we contract with independent distribution companies • Produce mock-ups for final acceptance of bottles specializing in luxury goods. In each country, we designate and packaging; anywhere from one to three distributors on an exclusive basis • Receive bids from component suppliers for one or more of our name brands. We also distribute our (glass makers, plastic processors, printers, etc.) prestige products through a variety of duty-free operators, and packaging companies; • Choose suppliers; • Schedule production and packaging; • Issue component purchase orders; • Follow quality control procedures for incoming components; and such as airports and airlines and select vacation destinations. As our business is a global one, we intend to continue to build our global distribution footprint. For distribution of prestige brands of our European operations we presently operate through our distribution subsidiaries in the major markets of Italy, Spain and Germany for distribution of • Follow packaging and inventory control procedures. prestige fragrances. In addition we formed Interparfums Luxury Brands, Inc., a Delaware corporation and subsidiary of our French subsidiary Interparfums SA, for distribution of European based prestige brands in the United States. It has INTER PARFUMS, INC. 2013 ANNUAL REPORT 14 Banana Republic Wildbloom Rouge also entered into an agreement with Clarins Fragrance Group US (a Division of Clarins Group) effective January 1, 2011 to share sales and distribution personnel and facilities. Our third party distributors vary in size depending on the number of competing brands they represent. This extensive and diverse network together with our own distribution sub- sidiaries provides us with a significant presence in over 100 countries around the world. Approximately 40% of our European based prestige fra- grance net sales are denominated in U.S. dollars. We address certain financial exposures through a controlled program of risk management that includes the use of derivative financial instruments. We primarily enter into foreign currency forward exchange contracts to reduce the effects of fluctuating foreign currency exchange rates. The business of our European operations has become increasingly seasonal due to the timing of shipments by our majority-owned distribution subsidiaries to their customers, which are weighted to the second half of the year. SPECIALTY RETAIL AND MASS MARKET PRODUCTS We do not presently market and distribute Gap, Banana Republic, Brooks Brothers or Lane Bryant specialty retail products to third parties in the United States. Marketing and distribution for such brands are the responsibility of the brand owners, which market and sell the products we produce in their own retail locations. However, with respect to our agree- ments with bebe Stores, Inc. and Betsey Johnson, we have the rights to distribute product to their stores as well as to other retail outlets and department stores within the United States. With respect to Gap, Banana Republic, Brooks Brothers, bebe, and Betsey Johnson brands, we also distribute prod- uct to specialty retailers and department stores outside the United States, including duty-free and other travel-related re- tailers. We utilize our in house sales team to reach our third party distributors and customers outside the United States. In addition, the business of our United States operations has become increasingly seasonal as shipments to our spe- cialty retail customers are weighted toward the second half of the year. the company 15 Anna Sui Sui Dreams In Pink INTER PARFUMS, INC. 2013 ANNUAL REPORT16 the Products W E PRODUCE AND DISTRIBUTE OUR PR ESTIGE FR AGR ANCE PRODUCTS PRIM ARILY UNDER LICENSE AGR EEMENTS W ITH BR A ND OW NERS. U NDER LICENSE AGR EEMENTS, W E OBTA IN THE R IGHT TO USE THE BR A ND NA ME , CR E ATE NE W FR AGR A NCE S A ND PACK AGING, DETER MINE POSITIONING A ND DISTR IBUTION, A ND M A R K ET A ND SELL THE LICENSED PRODUCTS, IN E XCH A NGE FOR THE PAYMENT OF ROYALTIES. OUR RIGHTS UNDER LICENSE AGREEMENTS ARE ALSO GENER ALLY SUBJECT TO CERTAIN MINIMUM SALES R EQUIR EMENTS AND ADV ERTISING EXPENDITUR ES. We have built a portfolio of licensed prestige brands which include Montblanc, Jimmy Choo, Boucheron, Van Cleef & Arpels, Karl Lagerfeld, Paul Smith, S.T. Dupont, Balmain, Repetto, Agent Provocateur, Alfred Dunhill, Anna Sui, Shanghai Tang, and Oscar de la Renta. In addition, we are the owner of the Lanvin brand name and trademark for our class of trade. Our exclusive worldwide licenses for these brands expire on the following dates: Brand Name Licensed Expiration Date Jimmy Choo December 31, 2021 Van Cleef & Arpels December 31, 2018, plus a 5-year optional term if certain sales targets are met Montblanc Paul Smith S.T. Dupont Boucheron Balmain Repetto December 31, 2020 December 31, 2017 December 31, 2016 December 31, 2025, plus a 5-year optional term if certain sales targets are met December 31, 2023 December 31, 2024 Alfred Dunhill September 30, 2023, subject to earlier termination on September 30, 2019, if certain Anna Sui Karl Lagerfeld Shanghai Tang minimum sales are not met December 31, 2021, plus two five-year optional terms if certain conditions are met October 31, 2032 December 31, 2025, subject to earlier termination on December 31, 2019, if certain minimum sales are not met; subject to 2 year extensions unless 1 year advance notice Agent Provocateur December 31, 2023 not to renew is provided Oscar de la Renta December 31, 2025, plus a 5-year optional term if certain sales targets are met In connection with the acquisition of the Lanvin brand names and trademarks, we granted Lanvin the right to repurchase the brand names and trademarks in 2025 for the greater of €70 million (approximately $97 million) or one times the average of the annual sales for the years ending December 31, 2023 and 2024. the products 17 prestige Fragrances INTER PARFUMS, INC. 2013 ANNUAL REPORT18 Lanvin Me the products 19 LANVIN In July 2007, we acquired the worldwide rights to the Lanvin brand names and international trademarks listed in Class 3 that we had previously licensed in June 2004. A synonym of luxury and elegance, the Lanvin fashion house, founded in 1889 by Jeanne Lanvin, expanded into fragrances in the 1920s. With sales in 2013 of $86.1 million, Lanvin fragrances occupy an important position in the selective distribution market in France, Europe and Asia. Current lines in distribu- tion include: Arpège (1927), Lanvin L’Homme (1997), Eclat d’Arpège (2002), Rumeur 2 Rose ( 2007), Jeanne Lanvin (2008), Marry Me! (2010) and Jeanne Lanvin Couture (2012). During 2013, Lanvin fragrances sales increased 11% which was driven by continuing gains from the Eclat d’Arpège line and the launch of Lanvin Me, which was designed by Lanvin designer, Alber Elbaz. INTER PARFUMS, INC. 2013 ANNUAL REPORT20 MONTBLANC In January 2010, we entered into an exclusive, worldwide In July 2010, we commenced distribution of Montblanc’s license agreement commencing on July 1, 2010, for the cre- legacy fragrances, which include: Présence (2001), Présence ation, development and distribution of fragrances and fra- D’une Femme (2002), Individuel (2004), Femme Individuelle grance related products under the Montblanc brand. (2004), Starwalker (2005), Femme de Montblanc (2006) and Montblanc has achieved a world-renowned position in Homme Exceptionnel (2006). In 2011, we launched a new the luxury segment and has become a purveyor of exclusive Montblanc fragrance, Legend, which has become our best- products, which reflect today’s exacting demands for timeless selling men’s line. In 2012, we launched our first women’s design, tradition and master craftsmanship. Through its lead- fragrance under the Montblanc brand. Our second men’s line, ership positions in writing instruments, watches and leather Emblem, is ready for launch in the Spring of 2014. Mont- goods, promising growth outlook in women’s jewelry, active blanc product sales increased 40% in 2013 to $83.2 million presence in more than 70 countries, network of more than as compared to $59.3 million, which was 40% ahead of $42.5 350 boutiques worldwide and high standards of product de- million in 2011. sign and quality, Montblanc has quickly grown to one of our largest and fastest growing fragrance brands. the products 21 Montblanc Emblem for Men INTER PARFUMS, INC. 2013 ANNUAL REPORT22 Jimmy Choo Flash the products 23 JIMMY CHOO In October 2009, we entered into an exclusive, worldwide li- In January 2011, our first fragrance under the Jimmy Choo cense agreement that commenced on January 1, 2010 for the brand was initially launched in select distribution in the creation, development and distribution of fragrances under United Kingdom and the United States, and this signature the Jimmy Choo brand. scent rolled out globally in Spring 2011. Throughout 2011, With a heritage in luxury footwear, Jimmy Choo today en- Jimmy Choo product sales exceeded our expectations and compasses a complete luxury lifestyle accessory brand with sales topped $40 million in that year. Sales growth has con- women’s shoes, handbags, small leather goods, sunglasses tinued, reaching $51.5 million in 2012 and $72.4 million and eyewear. Its products are available in the growing network in 2013, a year marked by the launch by our second Jimmy of Jimmy Choo freestanding stores as well as in the most pres- Choo line, Flash, in February. In 2014, we will introduce our tigious department, specialty and duty-free stores worldwide. first men’s fragrance. We believe that this relationship with Jimmy Choo offers a perfect fit with our strategy of expanding our brand portfolio to include new universes and represents an important milestone in our development. This brand possesses the quintessential qualities to ensure the ambitious development of fragrance lines that will be supported by significant advertising commit- ments over the coming years. INTER PARFUMS, INC. 2013 ANNUAL REPORT24 VAN CLEEF & ARPELS In September 2006, we entered into an exclusive, worldwide license agreement for the creation, development and distribu- tion of fragrance and related bath and body products under the Van Cleef & Arpels brand and related trademarks. Van Cleef & Arpels fragrances in current distribution include: First (1976), Van Cleef pour Homme (1978), Tsar (1989), Van Cleef (1994), First 1er Bouquet (2008), Fée- rie (2008), Collection Extraordinaire (2009), Oriens (2010), Midnight in Paris (2010). For the past two years we have been fine tuning the prod- uct range and repositioning our Van Cleef & Arpels fragrances in the exclusive high-end segment. With two new product launches in 2010 and no new launches in 2011 or 2012, we saw a sales decline of approximately 19% and 17% in 2012 and 2011, respectively. Sales growth resumed in 2013 with 11% year-over-year improvement due to the promising start to the new Rêve line and steady performances by the First and Collection Extraordinaire. the products 25 Van Cleef & Arpels RÊVE INTER PARFUMS, INC. 2013 ANNUAL REPORT26 Boucheron Place Vendome the products 27 BOUCHERON In December 2010, we entered into an exclusive, worldwide grance under the Boucheron brand, Jaïpur Bracelet, debuted license agreement for the creation, development and distribu- in 2012, and we were pleased with its results. Our second tion of fragrance and related bath and body products under line, Boucheron Place Vendôme, which has a beautiful glass- the Boucheron brand. work bottle with a cabochon, the emblematic stone of House Boucheron is the French jeweler “par excellence”. Found- Boucheron, was released in Fall 2013. Despite a difficult ed by Frederic Boucheron in 1858, the House has produced 2012 base comparison from the reintroduction of the brand’s some of the world’s most beautiful and precious creations. classic lines and a one-time special edition fragrance in the Today Boucheron creates jewelry and timepieces and, under Jaïpur Bracelet line, Boucheron fragrances sales increased license from global brand leaders, fragrances and sunglasses. 10% to of $23.1 million in 2013, as compared to $21.1 mil- Currently, Boucheron operates through over 40 boutiques lion in 2012, driven in particular by the launch of the Bouch- worldwide as well as an e-commerce site. eron Place Vendôme line. The transfer of existing inventory from the former licensee was completed early in 2011, and we then commenced dis- tribution of Boucheron’s legacy fragrances. Our first new fra- INTER PARFUMS, INC. 2013 ANNUAL REPORT28 PAUL SMITH We signed an exclusive worldwide license agreement with Paul Smith in December 1998 for the creation, development and distribution of Paul Smith perfumes. In July 2008, we extended this license for an additional seven years through December 31, 2017. Paul Smith is an internationally renowned British designer who creates fashion with a clear identity. Paul Smith has a modern style which combines elegance, inventiveness and a sense of humor and enjoys a loyal following, especially in the UK and Japan. Fragrances include: Paul Smith (2000), Paul Smith Extrême (2002), Paul Smith Rose (2007), Paul Smith Man 2 (2010) and Optimistic (2011). A new men’s and women’s line, Portrait, was released in Spring 2013. the products 29 Paul Smith Extreme Sport INTER PARFUMS, INC. 2013 ANNUAL REPORT30 S.T. Dupont 58 Avenue Montaigne the products 31 S.T. DUPONT In June 1997, we signed an exclusive worldwide license agreement with S.T. Dupont for the creation, manufacture and distribution of S.T. Dupont perfumes. In 2011, the agreement was renewed and now runs through December 31, 2016. S.T. Dupont is a French luxury goods house founded in 1872, which is known for its fine writing instruments, lighters and leather goods. S.T. Dupont fragrance s include: S.T. Dupont ( 1998), S.T. Dupont Essence Pure (2002), S.T. Dupont Noir (2006), S.T. Dupont Blanc (2007), S.T. Dupont Passenger (2008), S.T. Dupont Intense (2009), S.T. Dupont Passenger Cruise (2011), and 58 avenue Montaigne (2012). Our plans call for a new men’s and women’s line for 2014. INTER PARFUMS, INC. 2013 ANNUAL REPORT32 BALMAIN In July 2011, we entered into a 12-year exclusive worldwide license agreement to create, produce and distribute per- fumes and ancillary products under the Balmain brand. Our rights under the agreement commenced on January 1, 2012 when we took over the production and distribution of existing Balmain fragrances for men and women. The Balmain couture house was founded in 1945 by Pierre Balmain. In recent years, Balmain has undergone a significant transformation. With the redefinition of its image in ready- to-wear, the brand has become a reference for style, while retaining its distinctive design codes from the haute couture universe. In doing so, the brand has become a major trend- setter. Our first new Balmain women’s fragrance, Extatic, is scheduled to make its debut in 2014 in selective distribution. 33 Balmain Extatic INTER PARFUMS, INC. 2013 ANNUAL REPORT34 Repetto the products 35 REPETTO In December 2011, we entered into a 13-year exclusive worldwide license agreement to create, produce and distribute perfumes and ancillary products under the Repetto brand. Our rights under the agreement commenced on January 1, 2012. Created in 1947 by Rose Repetto at the request of her son, dancer and choreographer Roland Petit, Repetto is today a legend- ary name in the world of dance. For a number of years it has devel- oped timeless and must-have collections with a fully modernized signature style ranging from dance shoes, ballet slippers, flat shoes, and sandals to more recently handbags and high-end accessories. With an ambitious plan of international expansion focusing main- ly on Europe, the brand is now branching out into Asia, notably South Korea and Japan where its mix of cross-generational appeal and French chic has met with unprecedented enthusiasm. Our first fragrance line was launched in 2013, and with sales of $12.0 mil- lion for just seven months of activity, Repetto fragrances achieved much higher performances in Europe and Asia than expected. This line was among the year’s top successes, with the second best women’s fragrance launch in France for 2013. INTER PARFUMS, INC. 2013 ANNUAL REPORT36 ANNA SUI In June 2011, we entered into a 10-year exclusive worldwide We have high expectations for growing the Anna Sui fra- fragrance license agreement to produce and distribute perfumes grance franchise by developing new products and expanding and fragrance related products under the Anna Sui brand. Our the brand’s fragrance presence in North America, Europe and rights under the agreement commenced on January 1, 2012 the Middle East. With help from the Fall 2013 launch of La when we took over production and distribution of the existing Vie de Bohème, sales of Anna Sui products were up 29% in Anna Sui fragrance collections. 2013, reaching approximately $25.8 million. A new Anna Sui We are working in partnership with American designer, fragrance family is in the works for 2015. Anna Sui, and her creative team to build upon the brand’s growing customer appeal, and develop new fragrances that capture the brand’s very sweet feminine girly aspect, com- bined with touch of nostalgia, hipness and rock-and-roll. Anna Sui’s devoted customer base, which spans the world, is espe- cially strong in Asia. the products 37 Anna Sui La Nuit de Bohème EDT INTER PARFUMS, INC. 2013 ANNUAL REPORT38 Dunhill Desire Black the products 39 DUNHILL In December 2012, we entered into a 10-year exclusive world- Inter Parfums USA, LLC took over production and distri- wide fragrance license to create, produce and distribute per- bution of Alfred Dunhill legacy fragrances beginning in April fumes and fragrance related products under the Alfred Dunhill 2013, and we plan to introduce a new men’s scent in the Fall brand, which commenced on April 3, 2013. of 2014. We plan to support the new men’s scent with a dis- The house of Alfred Dunhill was established in 1893 and tribution strategy that recognizes and utilizes Alfred Dunhill’s since that time has been dedicated to providing high quality luxury positioning, along with brand appropriate marketing men’s luxury products, with core collections offered in mens- materials and a media campaign. wear, leather goods and accessories. The brand has global reach through a premium mix of self-managed retail outlets, high-level department stores and specialty retailers. Known for its commitment to elegance and innovation and being a leader of British men’s style, the brand continues to blend in- novation and creativity with traditional craftsmanship. INTER PARFUMS, INC. 2013 ANNUAL REPORT40 K ARL LAGERFELD In October 2012 we entered into a 20-year exclusive worldwide license agreement with Karl Lagerfeld B.V., the internationally renowned haute couture fashion house, to create, produce and distribute perfumes under the Karl Lagerfeld brand. Under the creative direction of Karl Lagerfeld, one of the world’s most influential and iconic designers, the Lagerfeld Portfolio represents a modern approach to distribution, an in- novative digital strategy and a global 360 degree vision that reflects the designer’s own style and soul. Our first new line, a premium scent for both men and women, is scheduled to be launched in the Spring of 2014. the products 41 Karl Lagerfeld INTER PARFUMS, INC. 2013 ANNUAL REPORT42 the products 43 SHANGHAI TANG In July 2013, we created a wholly-owned Hong Kong subsid- international recognition and distribution. As the global curator iary, Inter Parfums USA Hong Kong Limited, which entered into of modern Chinese chic, Shanghai Tang champions the rich- a 12-year exclusive worldwide license to create, produce and ness and beauty of the Chinese culture through its contempo- distribute perfumes and related products under China’s lead- rary lifestyle offer of apparel and accessories for men, women ing luxury brand, Shanghai Tang. The agreement commenced and children, as well as home collections. Shanghai Tang sup- on July 1, 2013 and is subject to certain minimum sales, ad- ports an international network of 45 boutiques, including the vertising expenditures and royalty payments as are customary world’s largest lifestyle flagship – The Shanghai Tang Mansion in our industry. We plan to launch the first fragrance collec- in Hong Kong and its largest flagship boutique, The Cathay tion under the Shanghai Tang brand in late 2014. Founded in Mansion in Shanghai, China and on-line. 1994, Shanghai Tang is the leading Chinese luxury brand with INTER PARFUMS, INC. 2013 ANNUAL REPORT44 AGENT PROVOCATEUR In July 2013, we entered into a 10.5-year exclusive worldwide breaking new ground with every collection and rightfully earn- license to create, produce and distribute perfumes and relat- ing its place as a benchmark brand in the world of lingerie. ed products under London-based luxury lingerie brand, Agent It is a brand that is confident, sensual and irreverent. Agent Provocateur. The agreement commenced on August 1, 2013 Provocateur celebrates and empowers women with a unique and is subject to certain minimum advertising expenditures brand image renowned for being provocative and yet always as is customary in our industry. We plan to launch the first leaving something to the imagination. fragrances under the Agent Provocateur brand, Fatale and In recent years, Agent Provocateur has been opening doors Fatale Pink, in the Spring of 2014. In addition, we have taken at a steady growth and plans to continue to grow its door over distribution of selected fragrances within the brand’s count, especially in Asia. Currently, its products which extend current perfume portfolio, and plan to revitalize the Agent into swimwear, bridal and accessories, are sold globally at Provocateur signature scent. nearly 80 doors in 26 countries, which include its own bou- Founded in 1994 by Joseph Corré, and Serena Rees and tiques, shop-in-shops within the finest department stores and acquired by the private equity firm, 3i Group plc in 2007, specialty retailers, as well as on-line. Agent Provocateur is an iconic, globally-recognized brand, the products 45 Agent Provocateur Fatale INTER PARFUMS, INC. 2013 ANNUAL REPORT46 Oscar de la Renta Something Blue the products 47 OSCAR DE LA RENTA In October 2013, we entered into a 12-year exclusive worldwide license to create, produce and distribute perfumes and related products under the Oscar de la Renta brand, which closed in December 2013, and is subject to certain minimum advertis- ing expenditures as are customary in our industry. We have taken over distribution of fragrances within the brand’s current perfume portfolio, and plan to launch our first fragrance under the Oscar de la Renta brand in the Spring of 2015. Oscar de la Renta is one of the world’s leading luxury goods firms. The New York-based company was established in 1965, and encompasses a full line of women’s accessories, bridal, childrenswear, fragrance, beauty and home goods, in addition to its internationally renowned signature women’s ready to wear collection. Oscar de la Renta products are sold globally in fine department and specialty stores, oscardelarenta.com and wholesale channels. There are currently eight Oscar de la Renta retail stores in the United States. There are five interna- tional retail stores located in London, Athens, the Dominican Republic, Dubai and Riyadh. INTER PARFUMS, INC. 2013 ANNUAL REPORT48 Specialty Retail the products 49 Gap bright, electric, inspire and imagine SPECIALTY RETAIL In connection with our specialty retail and designer agreements in our United States operations, we design, produce and manufacture fragrance and fragrance related products for brand name specialty retailers, primarily for sale in their retail stores. This specialty retail business began in 2005 with the signing of an exclusive agreement with The Gap, Inc. covering the Gap and Banana Republic brands in the United States and Canada. We have expanded this business through the years and currently have agreements in place with Brooks Brothers, bebe Stores, Betsey Johnson and Lane Bryant. Our exclusive agreements for specialty retail brands and their expiration dates are as follows: Brand Name The Gap Inc. Brooks Brothers bebe Stores Expiration Date December 31, 2014 December 31, 2014, plus a 5-year optional term if certain sales targets are met June 30, 2017, plus three, 3-year optional terms, if certain sales targets are met Betsey Johnson December 31, 2015, plus a 5-year optional term if certain conditions are met Lane Bryant December 31, 2015 INTER PARFUMS, INC. 2013 ANNUAL REPORT 50 bebe bebe Love In addition, our agreements for the Gap, Banana Republic, capitalize on cross-border brand awareness of Gap’s iconic Brooks Brothers, bebe and Betsey Johnson brands include a American style and Banana Republic’s affordable luxury, license component for worldwide sales to select third party re- which we have interpreted into a brand-specific assortment tailers and distributors, in return for royalty payments and cer- of fragrance and fragrance related products. In addition, our tain advertising expenditures as are customary in our industry. long-established relationships with distributors in over 100 countries, and our current infrastructure enabled us to roll- GAP AND BANANA REPUBLIC out Gap and Banana Republic products to select department In July 2005, we entered into an exclusive agreement with stores, perfumeries, travel retailers, military bases and other The Gap, Inc. to develop, produce, manufacture and distribute appropriate retail outlets around the world. fragrance and fragrance related products for Gap and Banana In July 2011, we renewed our exclusive agreement with Republic brand names to be sold in Gap and Banana Republic The Gap, Inc. to develop, produce, manufacture and distrib- retail stores in the United States and Canada. In March 2006, ute fragrances for Gap and Banana Republic brand names the agreement was amended to include fragrance and fra- to be sold in Gap and Banana Republic retail stores in the grance related products for Gap Outlet and Banana Republic United States and Canada. In July 2011, we also renewed Factory Stores in the United States and Canada. our license agreement with The Gap Inc. for international In 2008, we expanded our relationship with Gap Inc. to distribution of fragrances through Gap and Banana Republic include a licensing agreement for international distribution stores as well as select specialty and department stores out- of personal care products created for the Gap and Banana side the United States, including duty-free and other travel Republic brands. We entered into this license agreement to related retailers. These renewal agreements, which became the products 51 effective on January 1, 2012, run through December 31, BETSEY JOHNSON 2014. Commencing in 2015, our current plans are to contin- In July 2010, we entered into an exclusive worldwide agree- ue to distribute Gap fragrances internationally and through ment for the Betsey Johnson brand, under which we design, their Outlet division in North America only, and distribute manufacture and sell fragrance, color cosmetics as well as Banana Republic fragrances to Banana Republic stores and other personal care products across a broad retail spectrum. Banana Republic Factory Stores in North America as well as The agreement includes a licensing component, enabling us through international distribution. to sell these fragrance and beauty products to specialty and Gap scents in current distribution include: Close (2009), department stores as well as other retail outlets worldwide. Stay (2010), Core (2010), Deep (2011) and Near (2011). Our first product launch under the Betsey Johnson brand Building upon the success of the Gap brand’s fragrances, occurred in 2010 with a new take on the designer’s vintage in 2012 we launched a new fragrance concept for Gap in an fragrance. In 2011, we launched of our first new Betsey John- effort to capture the heritage of the brand. Gap Established son scent, Too Too, with initial distribution in select depart- 1969 launched in March 2012 at Gap stores in the U.S. and ment stores as well as Sephora stores in the U.S. In 2012, we international distribution commenced in June 2012. During added Too Too Pretty to the Betsy Johnson lineup. 2013, we brought to market Gap Established 1969 Bright and Electric and in 2014, Gap Established 1969 Inspire and Imag- BROOKS BROTHERS ine comes to market. In November 2007, we entered into an exclusive agreement Banana Republic products currently available include: with Retail Brand Alliance, Inc. covering the design, manufac- Classic (1995), W (1995), Alabaster (2006), Jade (2006), ture and supply of personal care products for men and women Rosewood (2006), Slate (2006), Black Walnut (2006), Cor- to be sold at Brooks Brothers locations in the United States dovan (2007), Malachite (2007), Republic of Women (2009), as well as a licensing agreement covering Brooks Brothers Republic of Men (2009) and Wildbloom (2011). To comple- stores and specialty and department stores outside the United ment the women’s scent Wildbloom, introduced in 2011, we States and duty-free and other travel-related retailers. launched a brand extension, Wildbloom Vert, in early 2012 Brooks Brothers product lines currently available include: followed later in the year with Wildblue. In 2013, we brought Brooks Brothers New York (2008), Black Fleece (2009), new fragrances to market: Banana Republic’s Wildbloom Brooks Brothers Madison (2010), and a trio of scents Black Rouge and Wildblue Noir. In the Fall of 2014, Modern, a new Fleece Red, White, & Blue (2010). In 2012, we introduced a collection for men and women is scheduled to launch. new Brooks Brothers fragrance, Miss Madison. A new master brand for the Brook Brothers brand is scheduled for launch in bebe STORES In July 2008, we entered into an exclusive six-year worldwide the Fall of 2014. agreement with bebe Stores, Inc., under which we design, LANE BRYANT manufacture and supply fragrance, bath and body products In March 2011, we entered into an exclusive agreement with and color cosmetics for company-owned bebe stores in the a unit of Charming Shoppes, Inc. for its flagship brand, Lane United States and Canada, as well as select specialty and Bryant. Under the agreement, Inter Parfums designs and man- department stores worldwide. We have incorporated bebe’s ufactures personal care products for the Lane Bryant brand to signature look into fragrance and cosmetics for the brand’s be sold in Lane Bryant stores. Lane Bryant is responsible for strong, hip, sexy, and sophisticated clientele. marketing, promoting and selling these products. Our bebe signature fragrance was unveiled at more than In Spring 2011, we commenced shipments of a line of per- 200 bebe stores in the U.S. in August 2009, which was fol- formance-based bath, body and specialty products, to be sold lowed by worldwide distribution shortly thereafter. Scents under Lane Bryant’s Cacique® brand. This line was not suc- currently available for domestic and international markets in- cessful and has since been discontinued. In 2012, we created clude: bebe (2009), bebe Sheer (2010) and bebe gold (2011). a signature scent for Lane Bryant stores which is currently In 2012, we introduced a new bebe scent, Wishes & Dreams being sold chain-wide. and we introduced two other scents, bebe desire and bebe Nouveau in 2013. INTER PARFUMS, INC. 2013 ANNUAL REPORT52 bebe Nouveau quarterly financial data 53 QUARTERLY FINANCIAL DATA: (UNAUDITED) (In thousands, except per share data) 2013 Q1 Q2 Q3 Q4 Full Year Net Sales Gross Margin Net Income (Loss) Net Income (Loss) Attributable to Inter Parfums, Inc. Net Income (Loss) Attributable to Inter Parfums, Inc. per Share: Basic Diluted Average Common Shares Outstanding: Basic Diluted 2012 Net Sales Gross Margin Net Income Net Income Attributable to Inter Parfums, Inc. Net Income Attributable to Inter Parfums, Inc. per Share: Basic Diluted Average Common Shares Outstanding: Basic Diluted $213,810 134,643 42,942 $117,485 63,607 4,521 $126,753 70,007 9,903 $105,531 60,522 (6,400) $563,579 328,779 50,966 31,696 3,815 7,854 (4,154) 39,211 $1.03 1.03 30,687 30,847 $0.12 0.12 30,748 30,953 $0.26 0.25 30,796 30,986 $(0.13) (0.13) 30,826 30,826 $1.27 1.27 30,764 30,954 Q1 Q2 Q3 Q4 Full Year $165,368 $145,555 $166,264 $176,930 $654,117 106,678 20,254 87,856 7,481 101,118 13,177 111,534 135,978 407,186 176,890 15,497 6,008 10,018 99,613 131,136 $0.51 0.51 30,551 30,686 $0.20 0.20 30,563 30,688 $0.33 0.33 30,570 30,717 $3.25 3.24 30,615 30,772 $4.29 4.26 30,575 30,716 INTER PARFUMS, INC. 2013 ANNUAL REPORT 54 NORTH AMERICA 27% United States export sales were approximately $50.4 million, $38.8 million and $24.9 million in 2013, 2012 and 2011, respectively. Consolidated net sales to customers by region are as follows: CONSOLIDATED NET SALES TO CUSTOMERS BY REGION (in thousands) Year Ended December 31 2013 2011 $154,300 215,600 North America $150,000 $175,400 246,000 241,300 Europe 2012 CENTRAL & SOUTH AMERICA 8% Central and South America Middle East Asia Other 42,400 43,300 98,600 9,400 53,000 61,000 62,100 57,000 115,300 95,000 7,000 $563,600 $654,100 6,200 $615,200 CONSOLIDATED NET SALES TO CUSTOMERS IN MAJOR COUNTRIES (in thousands) Year Ended December 31 2013 2011 2012 $150,000 $167,000 48,000 46,000 47,000 $138,000 45,000 46,000 48,000 United States United Kingdom France 55 ASIA 17% EUROPE 38% MIDDLE EAST 8% INTER PARFUMS, INC. 2013 ANNUAL REPORT56 the Organization ALL CORPORATE FUNCTIONS, OPERATIONS: Including product analysis and development, production and Henry B. Clarke and Alex Canavan in the United States and sales, and finance are coordinated at the Company’s corpo- Axel Marot in France: rate headquarters in New York and at the corporate offices of • Product development; Interparfums SA in Paris. Each company is organized into two • Logistics and transportation; operational units that report directly to general management, • Purchasing and industrial relations; and European operations ultimately report to Mr. Benacin and • Quality control and inventory cost supervision. United States operations ultimately report to Mr. Madar. EXPORT SALES: FINANCE, INVESTOR RELATIONS Herve Bouillonnec in the United States and Frédéric Garcia- AND ADMINISTRATION: Pelayo in France: Russell Greenberg in the United States and Philippe Santi • International development strategy; in France: • Establishment of distributor networks and negotiation of • Financial policy and communication, investor relations; contracts; • Financial accounting, cost accounting, budgeting and cash • Monitoring of profit margins and advertising expenditures. flow management; • Disclosure requirements of the Securities and Exchange DOMESTIC (HOME COUNTRY) SALES: Commission and Commission des Operations de Bourse; Michel Bes in the United States and Jérôme Thermoz • Labor relations, tax and legal matters and management in France: information systems. • Establish and apply domestic sales strategy and distribution policy; • Sales team management and development; • Monitoring of profit margins and advertising expenditures. the organization 57 SIMPLIFIED CHART OF THE ORGANIZATION 46% 54% philippe benacin jean madar inter parfums, inc. (nasdaq - “ipar”) public shareholders 100% 100% 100% 100% interparfums holdings, sa jean philippe fragrances, llc interparfums usa, llc ip beauty, inc. 100% inter parfums usa hong kong ltd 73% interparfums sa (euronext – paris) 100% 100% 100% 100% 100% interparfums luxury brands, inc. interparfums (suisse) sarl interparfums singapore pte, ltd inter espãna parfums et cosmetiques, sl (spain) interparfums srl (italy) 51% 51% interparfums limited (united kingdom) interparfums deutschland gmbh (germany) INTER PARFUMS, INC. 2013 ANNUAL REPORT58 CONTENTS Management’s Discussion and Analysis of 00 Financial Condition and Results of Operations 59 Report on Internal Control Over Financial Reporting 71 Report of Independent Registered Public Accounting Firm 72 Financial Statements 73 Directors and Executive Officers 93 Corporate and Market Information 94 management’s discussion and analysis of financial condition and results of operations 59 management’s discussion and analysis of financial condition and Results of Operations MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS REGULATION S-K ITEM 10(e) Regulation S-K, Item 10(e), “Use of Non-GAAP Financial traded company as 27% of Interparfums SA shares trade on Measures in commission filings,” prescribes the conditions the NYSE Euronext. Prestige cosmetics and prestige skin care for use of non-GAAP financial information in filings with the products represent less than 1% of consolidated net sales. Securities and Exchange Commission. We produce and distribute our European based pres- On July 16, 2012, Burberry exercised its option to buy-out tige products primarily under license agreements with brand our license rights effective December 31, 2012. Due to the owners, and European based prestige product sales rep- significance of this transaction as well as its non-recurring resented approximately 82%, 87% and 90% of net sales for nature, exclusion of such gain in the non-GAAP financial mea- 2013, 2012 and 2011, respectively. We have built a portfolio sures provides a more complete disclosure and facilitates a of prestige brands, which include Lanvin, Montblanc, Jimmy more accurate comparison of current results to historic re- Choo, Van Cleef & Arpels, Paul Smith, Boucheron, S.T. Du- sults. In addition, providing comparable sales information pont, Balmain, Karl Lagerfeld and Repetto, whose products excluding sales relating to a terminated license provides in- are distributed in over 100 countries around the world. vestors with a more accurate picture of current sales trends. Burberry was our most significant license, and net sales Based upon the foregoing, we believe that our presentation of of Burberry products represented 23%, 46% and 50% of net the non-GAAP financial information is important supplemen- sales for the years ended December 31, 2013, 2012 and tal measures of operating performance to investors. 2011, respectively. (See Note 2 “Termination of Burberry Li- OVERVIEW: cense” in notes to consolidated financial statements on page 81 of this annual report). In addition, we own the Lanvin brand We operate in the fragrance business and manufacture, mar- name for our class of trade, and license the Montblanc and ket and distribute a wide array of fragrances and fragrance Jimmy Choo brand names; for the year ended December 31, related products. We manage our business in two segments, 2013, sales of product for these brands represented 15%, European based operations and United States based opera- 15% and 13% of net sales, respectively. tions. Certain prestige fragrance products are produced and Through our United States operations we also market pres- marketed by our European operations through our 73% owned tige brand as well as specialty retail fragrance and fragrance subsidiary in Paris, Interparfums SA, which is also a publicly related products. United States operations represented 18%, INTER PARFUMS, INC. 2013 ANNUAL REPORT60 13% and 10% of net sales in 2013, 2012 and 2011, respec- ness for the foreseeable future. This is due in part to our be- tively. These fragrance products are sold under trademarks lief that we are well positioned as a result of our strategy to owned by us or pursuant to license or other agreements with manage our business effectively and efficiently. However, if the owners of the Anna Sui, Alfred Dunhill, Oscar de la Renta, the degree of uncertainty or volatility worsens or is prolonged, Shanghai Tang, Agent Provocateur, Gap, Banana Republic, then there will likely be a negative effect on ongoing consumer Brooks Brothers, bebe and Betsey Johnson brands. confidence, demand and spending and as a result, our busi- Historically, seasonality has not been a major factor for our ness. Currently, we believe general economic and other uncer- Company as quarterly sales fluctuations were more influenced tainties still exist in select markets in which we do business by the timing of new product launches than by the third and and we continue to monitor global economic uncertainties and fourth quarter holiday season. However, in certain markets other risks that may affect our business. where we now sell directly to retailers, seasonality is more Our reported net sales are impacted by changes in foreign evident. We have operated our European distribution subsid- currency exchange rates. A weak U.S. dollar has a positive im- iaries in Italy, Germany, Spain and the United Kingdom since pact on our net sales. However, earnings are negatively affect- 2007, and in January 2011, we commenced operations of our ed by a weak dollar because approximately 40% of net sales U.S. distribution subsidiary. In addition, our specialty retail of our European operations are denominated in U.S. dollars, product lines sold to U.S. retailers is also concentrated in the while all costs of our European operations are incurred in euro. second half of the year. Our Company addresses certain financial exposures through We grow our business in two distinct ways. First, we grow by a controlled program of risk management that includes the adding new brands to our portfolio, either through new licens- use of derivative financial instruments. We primarily enter into es or other arrangements or out-right acquisitions of brands. foreign currency forward exchange contracts to reduce the ef- Second, we grow through the introduction of new products fects of fluctuating foreign currency exchange rates. and supporting new and established products through adver- tising, merchandising and sampling as well as phasing out RECENT IMPORTANT EVENTS existing products that no longer meet the needs of our con- BURBERRY sumers. The economics of developing, producing, launching Burberry exercised its option to buy-out the license rights and supporting products influence our sales and operating effective December 31, 2012. On October 11, 2012, the performance each year. Our introduction of new products may Company and Burberry entered into a transition agreement have some cannibalizing effect on sales of existing products, that provided for certain license rights and obligations to which we take into account in our business planning. continue through March 31, 2013. The Company continued Our business is not capital intensive, and it is important to to operate certain aspects of the business for the brand in- note that we do not own manufacturing facilities. We act as a cluding product development, testing, and distribution. The general contractor and source our needed components from transition agreement provided for non-exclusivity for manu- our suppliers. These components are received at one of our facturing, a cap on sales of Burberry products, a reduced distribution centers and then, based upon production needs, advertising requirement and no minimum royalty amounts. the components are sent to one of several third party fillers, The transition agreement provided that Burberry inven- which manufacture the finished product for us and then de- tories at March 31, 2013 should be less than $20.0 mil- liver them to one of our distribution centers. lion in the aggregate. Actual Burberry inventory as of March As with any global business, many aspects of our opera- 31, 2013 aggregated approximately $18 million. During the tions are subject to influences outside our control. We believe second quarter of 2013, the Company and Burberry reached we have a strong brand portfolio with global reach and poten- an agreement regarding inventory and Burberry agreed to tial. As part of our strategy, we plan to continue to make in- purchase $7.8 million of inventory at cost. Remaining inven- vestments behind fast-growing markets and channels to grow tories were sold off in the ordinary course of business pursu- market share. ant to our sell-off rights, destroyed or given to Burberry at During 2013, the economic uncertainty and financial mar- no charge. ket volatility taking place in certain European countries did As of September 30, 2013, the $10 million inventory re- not have a significant impact on our business, and at this time serve, recorded in December 2012 upon recognition of the we do not believe it will have a significant impact on our busi- license termination gain of $198.8 million, was fully con- management’s discussion and analysis of financial condition and results of operations 61 sumed during 2013. results could differ significantly from those estimates under Accounts receivables and accounts payables were collect- different assumptions and conditions. We believe the follow- ed and paid in the ordinary course of business. In addition, ing discussion addresses our most critical accounting poli- Burberry purchased fixed assets for $2.8 million as agreed cies, which are those that are most important to the portrayal in the transition agreement. of our financial condition and results of operations. These SHANGHAI TANG accounting policies generally require our management’s most difficult and subjective judgments, often as a result of the In July 2013, the Company created a wholly-owned Hong need to make estimates about the effect of matters that Kong subsidiary, Inter Parfums USA Hong Kong Limited, are inherently uncertain. Management of the Company has which entered into a 12-year exclusive worldwide license to discussed the selection of significant accounting policies and create, produce and distribute perfumes and related prod- the effect of estimates with the Audit Committee of the Board ucts under China’s leading luxury brand, Shanghai Tang. The of Directors. agreement commenced on July 1, 2013 and is subject to cer- tain minimum sales, advertising expenditures and royalty pay- REVENUE RECOGNITION ments as are customary in our industry. The Company plans to We sell our products to department stores, perfumeries, launch its first fragrance collection under the Shanghai Tang specialty retailers, mass-market retailers, supermarkets and brand in late 2014. AGENT PROVOCATEUR domestic and international wholesalers and distributors. Sales of such products by our domestic subsidiaries are de- nominated in U.S. dollars and sales of such products by our In July 2013, the Company entered into a 10.5-year exclusive foreign subsidiaries are primarily denominated in either euro worldwide license to create, produce and distribute perfumes or U.S. dollars. We recognize revenues when merchandise and related products under London-based luxur y linge- is shipped and the risk of loss passes to the customer. Net rie brand, Agent Provocateur. The agreement commenced on sales are comprised of gross revenues less returns, trade dis- August 1, 2013 and is subject to certain minimum advertising counts and allowances. expenditures as is customary in our industry. The Company plans to launch its first fragrance under the Agent Provocateur ACCOUNTS RECEIVABLE brand in 2014. In addition, the Company has taken over distri- Accounts receivable represent payments due to the Company bution of selected fragrances within the brand’s current per- for previously recognized net sales, reduced by allowances fume portfolio, and plans to revitalize the Agent Provocateur for sales returns and doubtful accounts. Accounts receivable signature scent. OSCAR DE LA RENTA balances are written-off against the allowance for doubtful accounts when they become uncollectible. Recoveries of ac- counts receivable previously recorded against the allowance In October 2013, the Company entered into a 12-year ex- are recorded in the consolidated statement of income when clusive worldwide license to create, produce and distribute received. We generally grant credit based upon our analysis of perfumes and related products under the Oscar de la Renta the customer’s financial position as well as previously estab- brand, The agreement closed on December 2, 2013 and is lished buying patterns. subject to certain minimum advertising expenditures as is customary in our industry. We purchased certain inventories SALES RETURNS and paid an up-front entry fee of $5.0 million. The Company Generally, we do not permit customers to return their unsold has taken over distribution of fragrances within the brand’s products. However, in 2011 we took over U.S. distribution of current perfume portfolio, and plans to launch its first fra- our European based prestige products, and for U.S. based grance under the Oscar de la Renta brand in 2015. customers, we allow returns if properly requested, authorized and approved. We regularly review and revise, as deemed DISCUSSION OF CRITICAL ACCOUNTING POLICIES necessary, our estimate of reserves for future sales returns We make estimates and assumptions in the preparation of our based primarily upon historic trends and relevant current financial statements in conformity with accounting principles data, including information provided by retailers regard- generally accepted in the United States of America. Actual ing their inventory levels. In addition, as necessary, specific INTER PARFUMS, INC. 2013 ANNUAL REPORT62 accruals may be established for significant future known or mated useful lives of such assets. Changes in circumstances anticipated events. The types of known or anticipated events such as technological advances, changes to our business that we have considered, and will continue to consider, in- model or changes in our capital spending strategy can result clude, but are not limited to, the financial condition of our in the actual useful lives differing from our estimates. In customers, store closings by retailers, changes in the retail those cases where we determine that the useful life of equip- environment and our decision to continue to support new and ment should be shortened, we would depreciate the net book existing products. We record estimated reserves for sales value in excess of the salvage value, over its revised remaining returns as a reduction of sales, cost of sales and accounts useful life, thereby increasing depreciation expense. Factors receivable. Returned products are recorded as inventories such as changes in the planned use of equipment, or market and are valued based upon estimated realizable value. The acceptance of products, could result in shortened useful lives. physical condition and marketability of returned products are We evaluate indefinite-lived intangible assets for impair- the major factors we consider in estimating realizable value. ment at least annually during the fourth quarter, or more fre- Actual returns, as well as estimated realizable values of re- quently when events occur or circumstances change, such turned products, may differ significantly, either favorably or as an unexpected decline in sales, that would more likely unfavorably, from our estimates, if factors such as economic than not indicate that the carrying value of an indefinite- conditions, inventory levels or competitive conditions differ lived intangible asset may not be recoverable. When testing from our expectations. indefinite-lived intangible assets for impairment, the evalu- ation requires a comparison of the estimated fair value of the PROMOTIONAL ALLOWANCES asset to the carrying value of the asset. The fair values used in We have various performance-based arrangements with cer- our evaluations are estimated based upon discounted future tain retailers. These arrangements primarily allow customers cash flow projections using a weighted average cost of capital to take deductions against amounts owed to us for product of 6.7%. The cash flow projections are based upon a number purchases. The costs that we incur for performance-based of assumptions, including, future sales levels and future cost arrangements, shelf replacement costs and slotting fees of goods and operating expense levels, as well as economic are netted against revenues on our Company’s consolidated conditions, changes to our business model or changes in con- statement of income. Estimated accruals for promotions and sumer acceptance of our products which are more subjective advertising programs are recorded in the period in which the in nature. If the carrying value of an indefinite-lived intangible related revenue is recognized. We review and revise the esti- asset exceeds its fair value, an impairment charge is recorded. mated accruals for the projected costs for these promotions. We believe that the assumptions we have made in project- Actual costs incurred may differ significantly, either favorably ing future cash flows for the evaluations described above are or unfavorably, from estimates if factors such as the level and reasonable and currently no impairment indicators exist for success of the retailers’ programs or other conditions differ our indefinite-lived intangible assets. However, if future actual from our expectations. INVENTORIES results do not meet our expectations, we may be required to record an impairment charge, the amount of which could be material to our results of operations. The following table pres- Inventories are stated at the lower of cost or market value. ents the impact a change in the following significant assump- Cost is principally determined by the first-in, first-out meth- tions would have had on the calculated fair value in 2013 od. We record adjustments to the cost of inventories based assuming all other assumptions remained constant: upon our sales forecast and the physical condition of the inventories. These adjustments are estimates, which could (In millions) vary significantly, either favorably or unfavorably, from actual requirements if future economic conditions or competitive conditions differ from our expectations. Weighted average cost of capital Weighted average cost of capital EQUIPMENT AND OTHER LONG-LIVED ASSETS Future sales levels Equipment, which includes tools and molds, is recorded at Future sales levels Increase (decrease) to Change fair value +10% -10% +10% -10% $(1.32) 1.67 1.27 (1.27) cost and is depreciated on a straight-line basis over the esti- Intangible assets subject to amortization are evaluated for management’s discussion and analysis of financial condition and results of operations 63 impairment testing whenever events or changes in circum- trademarks back to Lanvin. The exercise price to be received stances indicate that the carrying amount of an amortizable (Residual Value) is well in excess of the carrying value of the intangible asset may not be recoverable. If impairment indica- Lanvin brand names and trademarks, therefore no amorti- tors exist for an amortizable intangible asset, the undiscount- zation is required. ed future cash flows associated with the expected service potential of the asset are compared to the carrying value of DERIVATIVES the asset. If our projection of undiscounted future cash flows We account for derivative financial instruments in accordance is in excess of the carrying value of the intangible asset, no with ASC topic 815, which establishes accounting and report- impairment charge is recorded. If our projection of undis- ing standards for derivative instruments, including certain counted future cash flows is less than the carrying value of derivative instruments embedded in other contracts, and for the intangible asset, an impairment charge would be recorded hedging activities. This topic also requires the recognition of to reduce the intangible asset to its fair value. The cash flow all derivative instruments as either assets or liabilities on the projections are based upon a number of assumptions, includ- balance sheet and that they are measured at fair value. ing future sales levels and future cost of goods and operating We currently use derivative financial instruments to hedge expense levels, as well as economic conditions, changes to certain anticipated transactions and interest rates, as well our business model or changes in consumer acceptance of our as receivables denominated in foreign currencies. We do not products which are more subjective in nature. We believe that utilize derivatives for trading or speculative purposes. Hedge the assumptions we have made in projecting future cash flows effectiveness is documented, assessed and monitored by for the evaluations described above are reasonable and cur- employees who are qualified to make such assessments and rently no impairment indicators exist for our intangible assets monitor the instruments. Variables that are external to us such subject to amortization. In those cases where we determine as social, political and economic risks may have an impact on that the useful life of long-lived assets should be shortened, our hedging program and the results thereof. we would depreciate the net book value in excess of the sal- vage value (after testing for impairment as described above), INCOME TAXES over the revised remaining useful life of such asset thereby The Company accounts for income taxes using an asset and increasing amortization expense. liability approach that requires the recognition of deferred tax In determining the useful life of our Lanvin brand names assets and liabilities for the expected future tax consequences and trademarks, we applied the provisions of ASC topic 350- of events that have been recognized in its financial statements 30-35-3. The only factor that prevented us from determining or tax returns. The net deferred tax assets assume sufficient that the Lanvin brand names and trademarks were indefinite future earnings for their realization, as well as the continued life intangible assets was Item c. “Any legal, regulatory, or application of currently anticipated tax rates. Included in net contractual provisions that may limit the useful life.” The exis- deferred tax assets is a valuation allowance for deferred tax tence of a repurchase option in 2025 may limit the useful life assets, where management believes it is more-likely-than-not of the Lanvin brand names and trademarks to the Company. that the deferred tax assets will not be realized in the relevant However, this limitation would only take effect if the repur- jurisdiction. If the Company determines that a deferred tax chase option were to be exercised and the repurchase price asset will not be realizable, an adjustment to the deferred tax was paid. If the repurchase option is not exercised, then the asset will result in a reduction of net earnings at that time. In Lanvin brand names and trademarks are expected to continue addition, the Company follows the provisions of uncertain tax to contribute directly to the future cash flows of our Company positions as addressed in ASC topic 740-10-65-1. and their useful life would be considered to be indefinite. With respect to the application of ASC topic 350-30-35-8, QUANTITATIVE ANALYSIS the Lanvin brand names and trademarks would only have a During the three-year period ended December 31, 2013 we finite life to our Company if the repurchase option were exer- have not made any material changes in our assumptions underly- cised, and in applying ASC topic 350-30-35-8 we assumed ing these critical accounting policies or to the related significant that the repurchase option is exercised. When exercised, Lan- estimates. The results of our business underlying these assump- vin has an obligation to pay the exercise price and the Com- tions have not differed significantly from our expectations. pany would be required to convey the Lanvin brand names and While we believe the estimates we have made are prop- INTER PARFUMS, INC. 2013 ANNUAL REPORT64 er and the related results of operations for the period are approximately $0.5 million and selling, general and adminis- presented fairly in all material respects, other assumptions trative expenses would have changed by approximately $0.03 could reasonably be justified that would change the amount million. The collective impact of these changes on operating of reported net sales, cost of sales, and selling, general and income, net earnings attributable to Inter Parfums, Inc., and administrative expenses as they relate to the provisions for net earnings attributable to Inter Parfums, Inc. per diluted anticipated sales returns, allowance for doubtful accounts and common share would be an increase or decrease of approxi- inventory obsolescence reserves. For 2013, had these esti- mately $0.6 million, $0.27 million and $0.01, respectively. mates been changed simultaneously by 5% in either direction, our reported gross profit would have increased or decreased by RESULTS OF OPERATIONS NET SALES (In millions) European based product sales United States based product sales Total net sales 2013 $464.3 99.3 $563.6 % Change (19%) 21% (14%) 2012 $571.8 82.3 $654.1 Year Ended December 31 2011 % Change 4% 31% 6% $552.4 62.8 $615.2 After increasing 6% in 2012, net sales for the year ended ongoing brands in 2013. December 31, 2013 decreased 14% to $563.6 million. At Future sales within our European operations will be signifi- comparable foreign currency exchange rates, net sales de- cantly affected as a result of the termination of the Burberry clined 14% in 2013 and increased 9% in 2012. While there license. However, we are confident in our future as this new was no discernible effect of currency rates on net sales in situation has allowed us to strengthen investments support- 2013, the strength of the U.S. dollar in 2012 as compared ing all portfolio brands and to accelerate brand development. to 2011 had a negative effect on reported net sales in 2012. Our expectations reflect our plans to continue to build upon The average dollar/euro exchange rates for the years ended the strength of our brands and our worldwide distribution net- December 31, 2013, 2012 and 2011 were 1.33, 1.28 and work. For 2014, we expect continued strong performances 1.39, respectively. Our association with Burberry concluded from the existing scents within the Lanvin, Jimmy Choo, Mont- during the second quarter of 2013. Burberry brand product blanc and Boucheron brands. In addition, our plans call for sales aggregated $130.3 million in 2013, as compared to 2014 to be one of our largest new product launch years in our $301.4 million in 2012. history, with new scents rolling out for Balmain, Karl La- See information regarding Regulation S-K Item 10(e), “Use gerfeld, Jimmy Choo, Montblanc and S.T. Dupont. Lastly, the of Non-GAAP Financial Measures”, on page 59 of this an- Company hopes to benefit from its substantial resources to nual report. European based prestige product sales, exclud- potentially acquire one or more brands, either on a proprietary ing Burberry brand product sales, increased 23% in 2013, basis or as a licensee. as compared to 2012. Our major ongoing brands have per- European based product sales increased 4% in 2012 after formed very well in 2013. For Jimmy Choo we introduced its an increase of 36% in 2011. The global launch of Burb - second fragrance line, Jimmy Choo Flash, which contributed erry Body in 2011 made for a very difficult sales compari- to the 41% increase in brand sales for 2013. Sales of Mont- son. Burberry product sales declined 2% to $301.4 million blanc Legend fragrances also performed exceptionally well in 2012 as compared to $307.7 million in 2011. Although with 2013 brand sales increasing 40%. With the continued Lanvin product sales declined 3% to $77.6 million in the growth of Eclat d’ Arpège along with the launch of Lanvin Me absence of a major launch, other brands in our portfolio per- and the steady performance of the Jeanne Lanvin line, Lanvin formed extremely well. Montblanc fragrance sales increased product sales increased 11% in 2013. In addition, the recent 40% to $59.3 million due in great part to the continued suc- launches of the Repetto signature scent, along with Place cess of the men’s line, Legend. Jimmy Choo fragrances con- Vendôme from Boucheron have exceeded our expectations tinued to build upon the success of the brand’s signature and were meaningful contributors to our growth in sales of scent as sales increased 26% to $51.5 million. Boucheron, management’s discussion and analysis of financial condition and results of operations 65 in its first full year under license, also contributed to 2012 In 2013, the declines are primarily the result of the termina- growth, as fragrance sales increased 82% to $21.1 million, tion of the Burberry license. However, sales of ongoing brands as compared to 2011. remained strong in North America, Latin America, Asia and With respect to our United States prestige brand and spe- Eastern Europe, while weakness continued in Western Europe. cialty retail products, sales rose 21% and benefited from In 2012, top line growth was especially strong in North strong consumer demand and expanded retail distribution America where sales ran 17% ahead of 2011. Growth con- for Anna Sui fragrances. Initial sales of Anna Sui fragrances tinued in the Middle East which saw a 9% increase in sales, began in 2012 and gained further momentum following the while sales were down 3% and 13% in Western Europe and launch of La Vie de Bohème in 2013. Anna Sui fragrance Central and South America, respectively. With the addition sales increased 29% to $25.8 million in 2013, as compared of the Anna Sui brand in our portfolio, the Asian market grew to $20.0 in 2012. In April 2013, our U.S. based operations 21% in 2012. took over the manufacture and distribution of legacy Alfred Dunhill fragrances, and brand sales aggregated $13.0 million, providing an incremental contribution to 2013 growth for our GROSS PROFIT MARGINS (In millions) U.S. business. Finally we are very excited about our three re- cent fragrance license agreements: Year Ended December 31 2011 2012 i) internationally renowned fashion house, Oscar de la Renta, ii) one of China’s leading fashion brands, Shanghai Tang, iii) London-based luxury lingerie brand, Agent Provocateur. We expect each of these brands to further enhance the per- Net sales Cost of sales Gross margin Gross margin as a 2013 $563.6 234.8 $328.8 $654.1 $615.2 246.9 231.7 $407.2 $383.5 formance of our U.S.-based operations in the coming year. percent of net sales 58.3% 62.2% 62.3% United States prestige brand and specialty retail prod- uct sales increased 31% in 2012. The initial launch of our As a percentage of net sales, gross profit margins were first Nine West fragrance and the commencement of sales 58.3%, 62.2%, and 62.3% in 2013, 2012 and 2011, re- pursuant to our Anna Sui license were the primary contribu- spectively. For European operations, gross profit margin was tors to 2012 sales growth. With a high concentration of cus- 61%, 64% and 65% in 2013, 2012 and 2011, respectively. tomers in the Far East, first year sales of Anna Sui products The gross margin decline in 2013 is directly related to the reached approximately $20.0 million. In January 2012, Love resolution of the Burberry inventory and the termination of Fury, a women’s fragrance created for Nine West launched the Burberry license. Although reserves were established and at Macy’s stores and Nine West stores in the U.S. and inter- used to cover losses on the disposition of inventory, the sale nationally. As this line was met with mixed reviews, it was of certain inventory to Burberry at cost, resulted in a lower discontinued in 2013. CONSOLIDATED NET SALES TO CUSTOMERS BY REGION (In millions) Year Ended December 31 2011 2012 gross margin. In addition, the discontinuance of Burberry product sales, which were sold at higher margins than ongo- ing brand sales, had a negative effect on margins. For U.S. operations, gross profit margin was 46% for both 2013 and 2012 and 40% in 2011. The increase since 2011 is the result of prestige product sales for the Anna Sui and Alfred Dunhill North America Western Europe Eastern Europe Central & South America Middle East Asia Other 2013 $154.3 159.8 55.8 42.4 43.3 98.6 9.4 $563.6 $175.4 $150.0 fragrance brands. 188.0 194.0 We carefully watch movements in foreign currency ex- 53.3 53.0 62.1 115.3 7.0 52.0 61.0 57.0 95.0 change rates as approximately 40% of our European based operations net sales are denominated in dollars, while our costs are incurred in euro. From a profit standpoint, a stronger U.S. dollar has a positive effect on our gross margin while a 6.2 weak dollar has a negative effect. The average dollar/euro ex- $654.1 $615.2 change rate was 1.33 in 2013, as compared to 1.28 in 2012. As such, there was only a minor effect on gross margin in 2013 from changes in currency exchange rates. INTER PARFUMS, INC. 2013 ANNUAL REPORT 66 Costs relating to purchase with purchase and gift with vertising requirements were reduced. Almost all promotional purchase promotions are reflected in cost of sales and ag- spending in 2013 was for continuing brands and represented gregated $25.7 million, $46.5 million and $48.4 million in approximately 22% of continuing brand sales. As planned, we 2013, 2012 and 2011, respectively, and represented 4.6%, invested heavily in promotional spending in the latter part of 7.1% and 7.9% of net sales, respectively. The decline in 2013 2013 to support new product launches and continued world- is the result of the discontinuance of Burberry product sales. wide development of our brand portfolio. Generally, we do not bill customers for shipping and han- Royalty expense included in selling, general and adminis- dling costs and such costs, which aggregated $6.1 million, trative expenses aggregated $40.5 million, $58.8 million and $8.4 million and $8.8 million in 2013, 2012 and 2011, re- $51.3 million for the years ended December 31, 2013, 2012 spectively, and are included in selling, general and admin- and 2011, respectively. Royalty expense as a percentage of istrative expenses in the consolidated statements of income. sales represented 7.2%, 9.0% and 8.3% of net sales for the As such, our Company’s gross margins may not be comparable years ended December 31, 2013, 2012 and 2011, respective- to other companies, which may include these expenses as a ly. In addition service fees, which are fees paid to third parties component of cost of goods sold. relating to the activities of our distribution subsidiaries, aggre- gated $15.1 million, $26.3 million and $25.3 million for the SELLING, GENERAL AND ADMINISTRATIVE EXPENSES years ended December 31, 2013, 2012 and 2011, respec- (In millions) Year Ended December 31 2011 2012 2013 tively. The decline in both royalties and service fees in 2013 are directly related to the termination of the Burberry license. The impairment loss in 2012 related to our Nickel busi- ness. In December 2013, the Company sold its Nickel brand Selling, general & administrative expenses Selling, general & administrative expenses $250.0 $325.8 $315.7 and trademark for $3.5 million, which was approximately equal to the then current book value of the goodwill and trade- mark; therefore, there was no material gain or loss as a result as a percent of net sales 44% 50% 51% of the sale. See information regarding Regulation S-K Item 10(e), “Use Selling, general and administrative expenses decreased of Non-GAAP Financial Measures”, on page 59 of this annual 23% for the year ended December 31, 2013, as compared report. As a result of the termination of the Burberry license, to 2012 and increased 3% for the year ended December 31, the Company recognized a gain of $198.8 million as of De- 2012 as compared to 2011. As a percentage of sales, sell- cember 31, 2012. On an after tax basis and after allocation to ing, general and administrative expenses were 44%, 50% the noncontrolling interests on an after tax basis, the net gain and 51% for the years ended December 31, 2013, 2012 and on termination of license attributable to Inter Parfums, Inc. 2011, respectively. For European operations, selling, gen- common shareholders’ aggregated $93.0 million. Therefore, eral and administrative expenses decreased 27% in 2013, as excluding the 2012 net gain on termination of license, in- compared to 2012 and represented 46% of sales in 2013 as come from operations decreased 1% to $78.8 million in 2013 compared to 52% in 2012. For U.S. operations, while sales and income from operations increased 19% to $79.6 million increased 21% in 2013, as compared to 2012, selling, gen- in 2012, as compared to $66.9 million in 2011. Operating eral and administrative expenses increased 16% for the same margins aggregated 14.0%, 12.2% and 10.9% for the years period and represented 34% of sales, as compared to 36% ended December 31, 2013, 2012 and 2011, respectively. Re- in 2012. sults for 2013 were influenced by an exceptional first quarter Promotion and advertising included in selling, general and where profits were extraordinarily strong due to a substantial administrative expenses aggregated $94.0 million, $132.7 increase in sales, coupled with low promotional expenses. The million and $127.8 million for the years ended December 31, remainder of the year was influenced by lower sales and prof- 2013, 2012 and 2011, respectively. Promotion and advertis- itability relating to the termination of the Burberry license. ing as a percentage of sales represented 16.7%, 20.3% and Lower gross margins were partially offset by lower promotional 20.8% of net sales for the years ended December 31, 2013, spending. However, as we build our business in the post Burb- 2012 and 2011, respectively. In 2013, pursuant to the re- erry era, we plan to continue investing in our ongoing brands. quirements of the transition agreement with Burberry, ad- With only limited reorganization measures needed, the management’s discussion and analysis of financial condition and results of operations 67 Company’s business model is expected to continue to demon- 31, 2013, 2012 and 2011, respectively. We enter into foreign strate effectiveness. A significant portion of the expenses as- currency forward exchange contracts to manage exposure sociated with the Burberry brand were variable in nature. The related to receivables denominated in a foreign currency. Ap- Company currently plans to continue to absorb substantially proximated 40% of net sales of our European operations are all of the fixed costs through increased sales of other brands denominated in U.S. dollars. The strengthening euro relative to in our European prestige fragrance portfolio as well as with the dollar in 2011 accounts for most of the foreign currency the sale of products of new brands recently licensed. gains in 2011 and the weakening euro relative to the dollar in Interest expense aggregated $1.4 million, $1.7 million and 2012 and 2013 accounts for most of the foreign currency losses $2.2 million for the years ended December 31, 2013, 2012 in 2012 and 2013. and 2011, respectively. We use the credit lines available to Our effective income tax rate was 36.8%, 35.6% and 36.3% us, as needed, to finance our working capital needs as well as for the years ended December 31, 2013, 2012 and 2011, re- our financing needs for acquisitions. Loans payable – banks spectively. Our effective tax rates differ from statutory rates due and long-term debt including current maturities aggregated to the effect of state and local taxes and tax rates in foreign $6.1 million, $27.8 million and $16.3 million as of December jurisdictions. In 2013, the Company incurred a new tax levied 31, 2013, 2012 and 2011, respectively. In October 2012, the by the French Government equal to 3% on any dividend paid by Company entered into a one year, €20 million credit facility a French company to its shareholders. This new tax aggregated to finance payments required pursuant to the Karl Lagerfeld approximately $1.6 million in 2013. Excluding this new tax, our license. This credit facility was repaid in full in 2013 and we effective income tax rate was 35% in 2013. We would expect had no long term debt as of December 31, 2013. our effective tax rate to be declining as a result of the 2008 Interest income aggregated $4.4 million in 2013 and $1.1 formation of Interparfums (Suisse) SARL, which receives a fa- million in 2012 and 2011. Cash and cash equivalents and vorable tax rate on a portion of Interparfums SA taxable income. short-term investments are primarily invested in certificates However, tax rate increases enacted by the French Government of deposit. have mitigated any savings. Other than as discussed above, we Foreign currency gains or (losses) aggregated ($1.2) million, did not experience any significant changes in tax rates, and ($3.1) million and $1.5 million for the years ended December none were expected in jurisdictions where we operate. NET INCOME AND EARNINGS PER SHARE (AS REPORTED) (In thousands, except share and per share data) Year Ended December 31 Net income attributable to European operations Net income attributable to United States operations Net income Less: Net income attributable to the noncontrolling interest Net income attributable to Inter Parfums, Inc. Net income attributable to Inter Parfums, Inc. common shareholders: Basic Diluted Weighted average number of shares outstanding: Basic Diluted 2013 $44,147 6,819 $50,966 11,755 $39,211 $1.27 $1.27 2012 $171,799 5,091 $176,890 45,754 $131,136 2011 $40,841 2,108 $42,949 10,646 $32,303 $4.29 $4.26 $1.06 $1.05 30,763,955 30,953,882 30,574,772 30,514,529 30,715,684 30,677,825 INTER PARFUMS, INC. 2013 ANNUAL REPORT 68 ON AN AFTER TAX BASIS (THE TAX RATE OF INTERPARFUMS SA IS 36.1%) AND AFTER ALLOCATION TO THE NONCONTROLLING INTEREST (26.77%) OF THE AFTER TAX GAIN, THE 2012 NET GAIN ON TERMINATION OF LICENSE ATTRIBUTABLE TO INTER PARFUMS, INC. COMMON SHAREHOLDERS AGGREGATED $93.0 MILLION. THEREFORE, HAD THIS TRANSACTION NOT OCCURRED, NET INCOME AND EARNINGS PER SHARE WOULD HAVE BEEN AS FOLLOWS: (In thousands, except share and per share data) Year Ended December 31 Net income attributable to European operations Net income attributable to United States operations Net income Less: Net income attributable to the noncontrolling interest Net income attributable to Inter Parfums, Inc. Net income attributable to Inter Parfums, Inc. common shareholders: Basic Diluted 2013 $44,147 6,819 $50,966 11,755 $39,211 $1.27 $1.27 2012 $44,742 5,091 $49,833 11,741 $38,092 2011 $40,841 2,108 $42,949 10,646 $32,303 $1.25 $1.24 $1.06 $1.05 Excluding the 2012 net gain on termination of license, on a 2013, as compared to $38.1 million in 2012 which was 18% consolidated basis, and after its allocation to the noncontrol- ahead of $32.3 million in 2011. Net margins attributable to ling interests on an after tax basis, net income increased 2% Inter Parfums, Inc. aggregated 7.0%, 5.8% and 5.3% for the to $51.0 million in 2013, as compared to $49.8 million in years ended December 31, 2013, 2012 and 2011, respectively. 2012 which was 16% ahead of $42.9 million in 2011. Net in- come attributable to European operations was $44.1 million, LIQUIDITY AND CAPITAL RESOURCES $44.7 million and $40.8 million in 2013, 2012 and 2011, Having received the proceeds in December 2012 from the ter- respectively, while net income attributable to United States mination of the Burberry license, our financial position remains operations was $6.8 million, $5.1 million and $2.1 million in strong. At December 31, 2013, working capital aggregated 2013, 2012 and 2011, respectively. The reasons for signifi- $399 million and we had a working capital ratio of over 4.0 cant fluctuations in net income for both European operations to 1. Cash and cash equivalents and short-term investments and United States operations are directly related to the previ- aggregated $307 million all of which is held in euro by our ous discussions relating to changes in sales, gross margin and European operations and is readily convertible into U.S. dol- selling, general and administrative expenses. For European lars. We have not had any liquidity issues to date, and do not operations, the absence of Burberry brand sales and related expect any liquidity issues relating to such cash and cash decline in gross margin as a percentage of sales were partially equivalents and short-term investments held by our European mitigated by the decline in Burberry related selling, general operations. Approximately 90% of the Company’s total as- and administrative expenses. For United States operations, sets are held by European operations. In addition to the cash the 21% increase in sales and only a 16% increase in selling, and cash equivalents and short-term investments referred general and administrative expense is the primary contribu- to above, approximately $104 million of trademarks, licenses tor to the increase in net income. The noncontrolling interest and other intangible assets are held by European operations. arises from our 73% owned subsidiary in Paris, Interparfums As previously disclosed, Burberry exercised its option SA, which is also a publicly traded company as 27% of Inter- to buy-out the license rights effective December 31, 2012. parfums SA shares trade on the NYSE Euronext. Net income On October 11, 2012, the Company and Burberry entered attributable to the noncontrolling interest is directly related to into a transition agreement that provided for certain license the profitability of our European operations, and aggregated rights and obligations to continue through March 31, 2013. 26.6%, 26.4% and 26.1% of European operations net income The Company continued to operate certain aspects of the in 2013, 2012 and 2011, respectively. Net income attribut- business for the brand including product development, test- able to Inter Parfums, Inc. increased 3% to $39.2 million in ing, and distribution. The transition agreement provided for management’s discussion and analysis of financial condition and results of operations 69 non-exclusivity for manufacturing, a cap on sales of Burberry purchase and sales, in our European operations, of short-term products, a reduced advertising requirement and no minimum investments. These investments are primarily certificates of royalty amounts. deposit with maturities greater than three months. Approxi- The transition agreement provided that Burberry inven- mately $53 million of such certificates of deposit contain pen- tories at March 31, 2013 should be less than $20.0 million alties where we would forfeit a portion of the interest earned in the aggregate. Actual Burberry inventory as of March 31, in the event of early withdrawal. 2013 aggregated approximately $18 million. During the sec- Purchases of equipment and leasehold improvements ag- ond quarter of 2013, the Company and Burberry reached an gregated $5.0 million, $9.5 million and $9.9 million in 2013, agreement regarding inventory and Burberry agreed to pur- 2012 and 2011, respectively. In both 2012 and 2011 the chase $7.8 million of inventory at cost. Remaining inventories amounts include the purchase of stands and counters for the were sold off in the ordinary course of business pursuant to Burberry cosmetic lines some of which were sold for $2.8 mil- our sell-off rights, destroyed or given to Burberry at no charge. lion in 2013. Investing activities in 2012 reflects the proceeds As of September 30, 2013, the $10 million inventory reserve, from the termination of the Burberry license received in recorded in December upon recognition of the license termina- December 2012. Our business is not capital intensive as we tion gain of $198.8 million, was fully consumed during 2013. do not own any manufacturing facilities. We typically spend Accounts receivables and accounts payables were collected upwards of $4 million per year on tools and molds, depend- and paid in the ordinary course of business. In addition, Burb- ing on our new product development calendar. The balance of erry purchased fixed assets for $2.8 million as agreed in the capital expenditures is for office fixtures, computer equipment transition agreement. and industrial equipment needed at our distribution centers. With only limited reorganization measures needed, the Com- Payments for intangible assets aggregated $7.8 million, pany’s business model is expected to continue to demon- $19.7 million and $4.6 million in 2013, 2012 and 2011, re- strate its effectiveness. This new situation has allowed us to spectively. When acquiring new licenses for brands that have strengthen investments supporting all portfolio brands and current distribution, we may pay an entry fee in connection to accelerate their development. In addition, the Company with securing the license rights. hopes to benefit from its substantial resources to potentially In December 2013, the Company sold its Nickel brand and acquire one or more brands, either on a proprietary basis or trademarks for $3.5 million, which was approximately equal as a licensee. Opportunities for external growth are examined to the then current book value of the goodwill and trademark; without urgency, with the priority of maintaining the quality therefore, there was no material gain or loss as a result of and homogeneous nature of our portfolio. However, we cannot the sale. assure you that any new license or acquisition agreements will Our short-term financing requirements are expected to be be consummated. met by available cash on hand at December 31, 2013, cash Cash provided by (used in) operating activities aggregated generated by operations and a short-term credit lines provided $49.2 million, $60.6 million and ($23.7) million for the years by domestic and foreign banks. The principal credit facilities ended December 31, 2013, 2012 and 2011, respectively. In for 2014 consist of a $15.0 million unsecured revolving line 2013, working capital items used $18 million in cash from of credit provided by a domestic commercial bank and ap- operating activities as compared to $72 million being pro- proximately $25.0 million in credit lines provided by a con- vided by operating activities in 2012. The primary factor con- sortium of international financial institutions. As of December tributing to this use in 2013 is the payment of taxes relating to 31, 2013 and 2012, short-term borrowings aggregated $6.1 the gain on termination of license. The decline in accounts million and $27.8 million, respectively. receivable, inventories and payables reflect the wind down Proceeds from sale of stock of subsidiary reflect the pro- associated with the termination of the Burberry license. The ceeds from shares issued by our French subsidiary, Inter- accounts receivable balances in 2013 and 2012 reflect favor- parfums SA, pursuant to options exercised and payment for able collection activity as day’s sales outstanding declined to acquisition of minority interests represents repurchases of 73 days in 2013 as compared to 90 days in 2012. Inventory shares of Interparfums SA in an effort to offset the dilution day’s on hand has also shown improvement and aggregated from options exercised. 199 in 2013, down from 225 in 2012. In January 2011, the Board of Directors authorized a 31% Cash flows used in investing activities in 2013 reflect the increase in the annual dividend to $0.32 per share. In January INTER PARFUMS, INC. 2013 ANNUAL REPORT70 2013, the Board of Directors authorized a 50% increase in December 31, 2013, 2012 and 2011, respectively. The cash the annual dividend to $0.48 per share. In January 2014, the dividends to be paid in 2014 are not expected to have any Board of Directors authorized the continuation of the $0.48 significant impact on our financial position. per share dividend for 2014. The next quarterly cash dividend We believe that funds provided by or used in operations can of $0.12 per share is payable on April 15, 2014 to share- be supplemented by our present cash position and available holders of record on March 31, 2014. In addition, in 2013 credit facilities, so that they will provide us with sufficient re- our Board of Directors authorized a special cash dividend of sources to meet all present and reasonably foreseeable future $0.48 per share, payable in one lump sum on December 16, operating needs. 2013 to shareholders of record on December 2, 2013. Divi- Inflation rates in the U.S. and foreign countries in which we dends paid, including dividends paid once per year to noncon- operate did not have a significant impact on operating results trolling stockholders of Interparfums SA, aggregated $36.7 for the year ended December 31, 2013. million, $13.1 million and $12.5 million for the years ended CONTRACTUAL OBLIGATIONS The following table summarizes our contractual obligations over the periods indicated, as well as our total contractual obligations ($ in thousands). Contractual Obligations Long-term debt Captial lease obligations Operating leases Purchase obligations (1) Total — — Less than 1 year — — Years 2-3 — — $33,491 $4,993 $9,790 $8,684 1,119,360 102,123 236,243 240,785 Years More than 4-5 — — 5 years — — $10,024 540,209 Other long-term liabilities reflected on the registrant’s balance sheet under GAAP — — — — — Total $1,152,851 $107,116 $246,033 $249,469 $550,233 (1) Consists of purchase commitments for advertising and promotional items, minimum royalty guarantees, including fixed or minimum obligations, and estimates of such obligations subject to variable price provisions. Future advertising commitments were estimated based on planned future sales for the license terms that were in effect at December 31, 2013, without consideration for potential renewal periods and do not reflect the fact that our distributors share our advertising obligations. QUANTITATIVE AND QUALITATIVE DISCLOSURES sures. The purpose of the hedging activities is to minimize ABOUT MARKET RISK GENERAL the effect of foreign exchange rate movements on the re- ceivables and cash flows of Interparfums SA, our French We address certain financial exposures through a controlled subsidiary, whose functional currency is the euro. All for- program of risk management that primarily consists of the use eign currency contracts are denominated in currencies of of derivative financial instruments. We primarily enter into for- major industrial countries and are with large financial institu- eign currency forward exchange contracts in order to reduce tions, which are rated as strong investment grade. the effects of fluctuating foreign currency exchange rates. We All derivative instruments are required to be reflected as do not engage in the trading of foreign currency forward ex- either assets or liabilities in the balance sheet measured at change contracts or interest rate swaps. fair value. Generally, increases or decreases in fair value of derivative instruments will be recognized as gains or losses FOREIGN EXCHANGE RISK MANAGEMENT in earnings in the period of change. If the derivative is desig- We periodically enter into foreign currency forward exchange nated and qualifies as a cash flow hedge, then the changes in contracts to hedge exposure related to receivables denomi- fair value of the derivative instrument will be recorded in other nated in a foreign currency and to manage risks related to comprehensive income. future sales expected to be denominated in a currency other Before entering into a derivative transaction for hedging than our functional currency. We enter into these exchange purposes, we determine that the change in the value of the contracts for periods consistent with our identified expo- derivative will effectively offset the change in the fair value of report on internal control over financial reporting 71 the hedged item from a movement in foreign currency rates. REPORT OF INDEPENDENT REGISTERED Then, we measure the effectiveness of each hedge throughout PUBLIC ACCOUNTING FIRM ON INTERNAL CONTROL the hedged period. Any hedge ineffectiveness is recognized in OVER FINANCIAL REPORTING the income statement. TO THE BOARD OF DIRECTORS AND STOCKHOLDERS At December 31, 2013, we had foreign currency contracts INTER PARFUMS, INC. in the form of forward exchange contracts in the amount of approximately U.S. $8.3 million and GB £2.1 million which all We have audited Inter Parfums, Inc.’s internal control over have maturities of less than one year. We believe that our risk financial reporting as of December 31, 2013, based on cri- of loss as the result of nonperformance by any of such finan- teria established in Internal Control – Integrated Framework cial institutions is remote. (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Inter Parfums, Inc.’s INTEREST RATE RISK MANAGEMENT management is responsible for maintaining effective internal We mitigate interest rate risk by monitoring interest rates, control over financial reporting, and for its assessment of the and then determining whether fixed interest rates should be effectiveness of internal control over financial reporting, in- swapped for floating rate debt, or if floating rate debt should cluded in the accompanying Management’s Annual Report on be swapped for fixed rate debt. We entered into an interest Internal Control over Financial Reporting. Our responsibility is rate swap in September 2007 on €22 million of debt, ef- to express an opinion on the company’s internal control over fectively exchanging the variable interest rate of 0.6% above financial reporting based on our audit. the three month EURIBOR to a fixed rate of 4.42%. As of We conducted our audit in accordance with the standards December 31, 2012, this loan had been paid in full. The of the Public Company Accounting Oversight Board (United derivative instrument had been recorded at fair value and States). Those standards require that we plan and perform the changes in fair value are reflected in the accompanying con- audit to obtain reasonable assurance about whether effective solidated statements of income. internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial MANAGEMENT’S ANNUAL REPORT reporting included obtaining an understanding of internal con- ON INTERNAL CONTROL OVER FINANCIAL REPORTING trol over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and The management of Inter Parfums, Inc. is responsible for operating effectiveness of internal control based on the as- establishing and maintaining adequate internal control over sessed risk. Our audit also included performing such other financial reporting for the company. With the participation procedures as we considered necessary in the circumstances. of the Chief E xecutive Officer and the Chief Financial We believe that our audit provides a reasonable basis for our Officer, our management conducted an evaluation of the opinion. effectiveness of our internal control over financial reporting A company’s internal control over financial reporting is a based on the framework and criteria established in Internal process designed to provide reasonable assurance regard- Control – Integrated Framework, issued by the Committee ing the reliability of financial reporting and the preparation of Sponsoring Organizations of the Treadway Commission. of financial statements for external purposes in accordance Based on this evaluation, our management has concluded with generally accepted accounting principles. A company’s that our internal control over financial reporting was effective internal control over financial reporting includes those policies as of December 31, 2013. and procedures that (1) pertain to the maintenance of records Our independent auditor, WeiserMazars LLP, a registered that, in reasonable detail, accurately and fairly reflect the public accounting firm, has issued its report on its audit transactions and dispositions of the assets of the company; of our internal control over financial reporting. This report (2) provide reasonable assurance that transactions are record- appears below. ed as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management Jean Madar Russell Greenberg and directors of the company; and (3) provide reasonable as- Chief Executive Officer, Executive Vice President Chairman of the Board of Directors and Chief Financial Officer INTER PARFUMS, INC. 2013 ANNUAL REPORT 72 report of independent registered public accounting firm surance regarding prevention or timely detection of unauthor- REPORT OF INDEPENDENT REGISTERED ized acquisition, use, or disposition of the company’s assets that PUBLIC ACCOUNTING FIRM could have a material effect on the financial statements. BOARD OF DIRECTORS AND SHAREHOLDERS Because of its inherent limitations, internal control over INTER PARFUMS, INC. financial reporting may not prevent or detect misstatements. NEW YORK, NEW YORK Also, projections of any evaluation of effectiveness to future peri- ods are subject to the risk that controls may become inadequate We have audited the accompanying consolidated balance because of the changes in conditions, or that the degree of com- sheets of Inter Parfums, Inc. and subsidiaries (the “Company”) pliance with the policies or procedures may deteriorate. as of December 31, 2013 and 2012, and the related consoli- In our opinion, Inter Parfums, Inc. maintained, in all mate- dated statements of income, comprehensive income, changes rial respects, effective internal control over financial reporting in shareholders’ equity and cash flows for each of the years as of December 31, 2013, based on criteria established in In- in the three-year period ended December 31, 2013. These ternal Control – Integrated Framework issued by the (COSO). financial statements are the responsibility of the Company’s We have also audited, in accordance with the standards management. Our responsibility is to express an opinion on of the Public Company Accounting Oversight Board (United these financial statements based on our audits. States), the consolidated balance sheet of Inter Parfums, Inc. We conducted our audits in accordance with the standards as of December 31, 2013 and the related consolidated state- of the Public Company Accounting Oversight Board (United ments of income, changes in shareholders’ equity, compre- States). Those standards require that we plan and perform the hensive income, and cash flows for the year ended December audit to obtain reasonable assurance about whether the finan- 31, 2013 and our report dated March 11, 2014 expressed an cial statements are free of material misstatement. An audit unqualified opinion thereon. includes examining, on a test basis, evidence supporting the WeiserMazars LLP New York, New York March 11, 2014 amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evalu- ating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements re- ferred to above present fairly, in all material respects, the fi- nancial position of Inter Parfums, Inc. and subsidiaries as of December 31, 2013 and 2012, and the results of their opera- tions and their cash flows for each of the years in the three- year period ended December 31, 2013, in conformity U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Inter Parfums, Inc.’s internal control over financial reporting as of December 31, 2013, based on criteria estab- lished in Internal Control – Integrated Framework (1992) is- sued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated March 11, 2014 expressed an unqualified opinion thereon. WeiserMazars LLP New York, New York March 11, 2014 financial statements 73 CONSOLIDATED BALANCE SHEETS (In thousands, except share and per share data) ASSETS Current assets: Cash and cash equivalents Short-term investments Accounts receivable, net Inventories Receivables, other Other current assets Income taxes receivable Deferred tax assets Total current assets Equipment and leasehold improvements, net Trademarks, licenses and other intangible assets, net Other assets Total assets LIABILITIES AND EQUITY Current liabilities: Loans payable – banks Accounts payable - trade Accrued expenses Income taxes payable Dividends payable Total current liabilities Deferred tax liability Commitments and contingencies Equity: Inter Parfums, Inc. shareholders’ equity: Preferred stock, $0.001 par value. Authorized 1,000,000 shares; none issued Common stock, $0.001 par value. Authorized 100,000,000 shares; outstanding, 30,863,421 and 30,680,634 shares, at December 31, 2013 and 2012, respectively Additional paid-in capital Retained earnings Accumulated other comprehensive income Treasury stock, at cost, 9,940,977 and 9,976,524 common shares at December 31, 2013 and 2012 Total Inter Parfums, Inc. shareholders’ equity Noncontrolling interest Total equity Total liabilities and equity (See accompanying notes to consolidated financial statements.) 2013 $125,650 181,677 79,932 117,347 2,418 4,775 6,435 7,257 525,491 10,444 116,243 11,880 $664,058 $6,104 56,736 58,333 1,270 3,704 126,147 2,555 31 57,877 359,459 25,860 (36,016) 407,211 128,145 535,356 $664,058 December 31 2012 $307,335 – 149,340 142,614 2,534 5,897 1,968 13,132 622,820 12,289 113,041 11,770 $759,920 $27,776 73,113 68,768 84,030 2,453 256,140 3,799 31 54,679 349,672 12,498 (35,404) 381,476 118,505 499,981 $759,920 INTER PARFUMS, INC. 2013 ANNUAL REPORT 74 CONSOLIDATED STATEMENTS OF INCOME (In thousands, except share and per share data) Net sales Cost of sales Gross margin Selling, general, and administrative expenses Gain of termination of license Impairment of goodwill Total operating expenses Income from operations Other expenses (income): Interest expense (Gain) loss on foreign currency Interest and dividend income Income before income taxes Income taxes Net income Less: Net income attributable to the noncontrolling interest Net income attributable to Inter Parfums, Inc. Net income attributable to Inter Parfums, Inc. common shareholders’: Basic Diluted Weighted average number of shares outstanding: Basic Diluted Dividends declared per share (See accompanying notes to consolidated financial statements.) 2013 $563,579 234,800 328,779 250,025 – – 250,025 78,754 1,380 1,168 (4,440) (1,892) 80,646 29,680 50,966 11,755 $39,211 $1.27 $1.27 Year Ended December 31 2012 2011 $654,117 $615,220 246,931 407,186 325,799 (198,838) 1,811 128,772 278,414 1,654 3,128 (1,133) 3,649 274,765 97,875 176,890 45,754 231,746 383,474 315,698 – 837 316,535 66,939 2,197 (1,546) (1,105) (454) 67,393 24,444 42,949 10,646 $131,136 $32,303 $4.29 $4.26 $1.06 $1.05 30,763,955 30,953,882 30,574,772 30,514,529 30,715,684 30,677,825 $0.96 $0.32 $0.32 financial statements 75 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In thousands, except share and per share data Year Ended December 31 Net income Other comprehensicve income: Net derivative instrument gain, net of tax Transfer from OCI into earnings Translation adjustments, net of tax Comprehensive income Comprehensive income attributable to noncontrolling interests: Net income Net derivative instrument gain, net of tax Transfer from OCI into earnings Translation adjustments, net of tax 2013 $50,966 – (327) 19,027 18,700 69,666 11,755 – (87) 5,425 17,093 2012 $176,890 2011 $42,949 22 – 6,419 6,441 183,331 18 – (9,680) (9,662) 33,287 45,754 10,646 6 – 1,684 47,444 7 – (2,659) 7,994 Comprehensive income attributable to Inter Parfums, Inc. $52,573 $135,887 $25,293 (See accompanying notes to consolidated financial statements.) INTER PARFUMS, INC. 2013 ANNUAL REPORT 76 CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (In thousands except share and per share data) Year Ended December 31 Common stock, beginning of period: Shares issued upon exercise of stock options Common stock, end of period: Additional paid-in capital, beginning of period: Shares issued upon exercise of stock options Sales of subsidiary shares to noncontrolling interests Purchase of subsidiary shares from noncontrolling interests Stock compensation Additional paid-in capital, end of period: Retained Earnings, beginning of period: Net Income Dividends Stock Compensation Retained Earnings, end of period: Accumulated other comprehensive income, beginning of period: Foreign currency translation adjustment Transfer from OCI into earnings Net derivative instrument gain, net of tax Accumulated other comprehensive income, end of period: Treasury stock, beginning of period: Shares issued upon exercise of stock options Shares received as proceeds of option exercises Treasury stock, end of period: Noncontrolling interest, beginning of period: Net Income Foreign currency translation adjustment Net derivative instrument gain, net of tax Transfer from OCI into earnings Sales of subsidiary shares to noncontrolling interest Dividends Purchase of subsidiary shares from noncontrolling interest Stock-based compensation Noncontrolling interest, end of period: 2013 $31 – 31 54,679 2,882 (173) – 489 57,877 349,672 39,211 (29,582) 158 359,459 12,498 13,602 (240) – 25,860 (35,404) 203 (815) (36,016) 118,505 11,755 5,425 – (87) 830 (8,341) – 58 128,145 2012 $31 – 31 50,883 2,568 737 – 491 2011 $30 1 31 48,887 1,092 626 (417) 695 54,679 50,883 228,164 131,136 (9,789) 161 205,453 32,303 (9,768) 176 349,672 228,164 7,747 4,735 – 16 14,757 (7,021) – 11 12,498 7,747 (34,151) (34,151) 409 (1,662) (35,404) 71,676 45,754 1,684 6 – 2,659 (3,333) – 59 118,505 – – (34,151) 64,970 10,646 (2,659) 7 – 2,130 (3,149) (333) 64 71,676 Total Equity $535,356 $499,981 $324,350 (See accompanying notes to consolidated financial statements.) financial statements 77 CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Cash flows from operating activities: Net income Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization Impairment of goodwill Provision for doubtful accounts Noncash stock compensation Gain on termination of license Excess tax benefits from stock-based compensation arrangements Deferred tax expense (benefit) Change in fair value of derivatives Changes in: Accounts receivable Inventories Other assets Accounts payable and accrued expenses Income taxes, net Net cash provided by (used in) operating activities Cash flows from investing activities: Purchases of short-term investments Proceeds from sale of short-term investments Proceeds from termination of license, net of transaction fees and other settlements Purchase of equipment and leasehold improvements Payment for intangible assets acquired Proceeds from sale of equipment Proceeds from sale of trademark Net cash provided by (used in) investing activities Cash flows from financing activities: Proceeds from (repayments of) loans payable – banks Repayment of long-term debt Purchase of treasury stock Proceeds from exercise of options including tax benefits Excess tax benefits from stock-based compensation arrangements Proceeds from sale of stock of subsidiary Payment for acquisition of noncontrolling interests Dividends paid Dividends paid to noncontrolling interests Net cash provided by (used in) financing activities Effect of exchange rate changes on cash Net Increase (decrease) in cash and cash equivalents Cash and cash equivalents – beginning of year Cash and cash equivalents – end of year Supplemental disclosures of cash flow information: Cash paid for: Interest Income taxes (See accompanying notes to consolidated financial statements.) 2013 Year Ended December 31 2012 2011 $50,966 $176,890 $42,949 11,110 – 574 838 – (700) 4,844 – 71,776 29,240 426 (33,156) (86,724) 49,194 (381,843) 207,082 – (5,015) (7,769) 2,801 3,481 (181,263) (21,835) – (98) 1,668 700 657 – (28,331) (8,341) (55,580) 5,964 (181,685) 307,335 $125,650 15,554 1,811 914 832 (198,838) (100) (7,903) (68) 27,302 13,568 (9,611) (40,773) 81,063 60,641 – – 235,650 (9,474) (19,717) – – 13,073 837 2,838 1,060 – (110) (1,009) (272) (88,915) (60,494) 993 72,664 (7,335) (23,721) (10,823) 62,111 – (9,946) (4,605) – – 206,459 36,737 15,300 (4,379) (90) 1,305 100 3,396 – (9,780) (3,333) 2,519 1,860 271,479 35,856 7,230 (11,673) – 983 110 2,756 (750) (9,304) (3,149) (13,797) (911) (1,692) 37,548 $307,335 $35,856 $1,524 104,992 $1,799 20,584 $1,972 32,716 INTER PARFUMS, INC. 2013 ANNUAL REPORT 78 notes to consolidated financial statements (in thousands except share and per share data) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOREIGN CURRENCY TRANSLATION (1) The Company and it’s Significant Accounting Policies For foreign subsidiaries with operations denominated in a BUSINESS OF THE COMPANY foreign currency, assets and liabilities are translated to U.S. Inter Parfums, Inc. and its subsidiaries (the “Company”) are dollars at year end exchange rates. Income and expense items in the fragrance business, and manufacture and distribute a are translated at average rates of exchange prevailing during wide array of fragrances and fragrance related products. the year. Gains and losses from translation adjustments are Substantially all of our prestige fragrance brands are li- accumulated in a separate component of shareholders’ equity. censed from unaffiliated third parties, and our business is dependent upon the continuation and renewal of such licens- CASH AND CASH EQUIVALENTS es. Burberry was our most significant license and net sales AND SHORT-TERM INVESTMENTS of Burberry products represented 23%, 46% and 50% of net All highly liquid investments purchased with a maturity of sales in 2013, 2012 and 2011, respectively (see Note (2) three months or less are considered to be cash equivalents. “Termination of Burberry License”). In addition, the Com- From time to time, the Company has short-term investments pany owns the Lanvin brand name for its class of trade and which consist of certificates of deposit with maturities greater licenses the Montblanc and Jimmy Choo brand names. As than three months. The Company monitors concentrations of a percentage of net sales, product sales for each of these credit risk associated with financial institutions with which brands were as follows: Year Ended December 31 2011 2012 the Company conducts significant business. The Company believes its credit risk is minimal, as the Company primarily conducts business with large, well-established financial insti- Lanvin Montblanc Jimmy Choo 2013 15% 15% 13% 12% 9% 8% 13% tutions. Substantially all cash and cash equivalents are held at 7% 7% financial institutions outside the United States and are readily convertible into U.S. dollars. No other brand represented 10% or more of consolidated net ACCOUNTS RECEIVABLE sales. BASIS OF PREPARATION Accounts receivable represent payments due to the Company for previously recognized net sales, reduced by allowances for sales returns and doubtful accounts or balances which The consolidated financial statements include the accounts are estimated to be uncollectible, which aggregated $6.4 mil- of the Company, including 73% owned Interparfums SA lion and $10.6 million as of December 31, 2013 and 2012, (“IPSA”), a subsidiary whose stock is publicly traded in respectively. Accounts receivable balances are written-off France. In 2013, the Company formed a wholly-owned Hong against the allowance for doubtful accounts when they become Kong subsidiary, Inter Parfums USA Hong Kong Limited for uncollectible. Recoveries of accounts receivable previously re- the purpose of entering into a license with one of China’s lead- corded against the allowance are recorded in the consolidated ing luxury brands and to operate an Asian sales and marketing statement of income when received. We generally grant credit office. All material intercompany balances and transactions based upon our analysis of the customer’s financial position, have been eliminated. as well as previously established buying patterns. MANAGEMENT ESTIMATES INVENTORIES Management makes assumptions and estimates to prepare financial Inventories, including promotional merchandise, only include statements in conformity with accounting principles generally ac- inventory considered saleable or usable in future periods, and cepted in the United States of America. Those assumptions and esti- is stated at the lower of cost or market, with cost being de- mates directly affect the amounts reported and disclosures included termined on the first-in, first-out method. Cost components in the consolidated financial statements. Actual results could differ include raw materials, components, direct labor and overhead from those assumptions and estimates. Significant estimates for (e.g., indirect labor, utilities, depreciation, purchasing, receiv- which changes in the near term are considered reasonably possible ing, inspection and warehousing) as well as inbound freight. and that may have a material impact on the financial statements are Promotional merchandise is charged to cost of sales at the disclosed in these notes to the consolidated financial statements. time the merchandise is shipped to the Company’s customers. notes to consolidated financial statements (in thousands except share and per share data) 79 Overhead included in inventory aggregated $3.6 million, $4.0 LONG-LIVED ASSETS million and $4.4 million as of December 31, 2013, 2012 and Indefinite-lived intangible assets principally consist of trade- 2011, respectively. Included in inventories is an inventory re- marks which are not amortized. The Company evaluates indef- serve, which represents the difference between the cost of the inite-lived intangible assets for impairment at least annually inventory and its estimated realizable value, based upon sales during the fourth quarter, or more frequently when events forecasts and the physical condition of the inventories. In ad- occur or circumstances change, such as an unexpected de- dition, and as necessary, specific reserves for future known cline in sales, that would more likely than not indicate that the or anticipated events may be established. Inventory reserves carrying value of an indefinite-lived intangible asset may not aggregated $6.8 million and $19.9 million as of December be recoverable. When testing indefinite-lived intangible assets 31, 2013 and 2012, respectively. The inventory reserves as for impairment, the evaluation requires a comparison of the of December 31, 2012, included a reserve of approximately estimated fair value of the asset to the carrying value of the $10.0 million on the Burberry inventories as reported in Note asset. The fair values used in our evaluations are estimated 2 of these Notes to Consolidated Financial Statements. based upon discounted future cash flow projections using DERIVATIVES a weighted average cost of capital of 6.7%. The cash flow projections are based upon a number of assumptions, includ- All derivative instruments are recorded as either assets or li- ing, future sales levels and future cost of goods and operating abilities and measured at fair value. The Company uses de- expense levels, as well as economic conditions, changes to rivative instruments to principally manage a variety of market our business model or changes in consumer acceptance of our risks. For derivatives designated as hedges of the exposure to products which are more subjective in nature. If the carrying changes in fair value of the recognized asset or liability or a value of an indefinite-lived intangible asset exceeds its fair firm commitment (referred to as fair value hedges), the gain or value, an impairment charge is recorded. loss is recognized in earnings in the period of change together Intangible assets subject to amortization are evaluated for with the offsetting loss or gain on the hedged item attributable impairment testing whenever events or changes in circum- to the risk being hedged. The effect of that accounting is to stances indicate that the carrying amount of an amortizable include in earnings the extent to which the hedge is not effec- intangible asset may not be recoverable. If impairment in- tive in achieving offsetting changes in fair value. For cash flow dicators exist for an amortizable intangible asset, the un- hedges, the effective portion of the derivative’s gain or loss discounted future cash flows associated with the expected is initially reported in equity (as a component of accumulated service potential of the asset are compared to the carrying other comprehensive income) and is subsequently reclassified value of the asset. If our projection of undiscounted future into earnings in the same period or periods during which the cash flows is in excess of the carrying value of the intangible hedged forecasted transaction affects earnings. The inef- asset, no impairment charge is recorded. If our projection fective portion of the gain or loss of a cash flow hedge is of undiscounted future cash flows is less than the carrying reported in earnings immediately. The Company also holds value of the intangible asset, an impairment charge would certain instruments for economic purposes that are not des- be recorded to reduce the intangible asset to its fair value. ignated for hedge accounting treatment. For these derivative instruments, changes in their fair value are recorded in earn- CONCENTRATION OF CREDIT RISK ings immediately. The Company is a worldwide manufacturer, marketer and dis- tributor of fragrance and fragrance related products, and sells EQUIPMENT AND LEASEHOLD IMPROVMENTS its products to department stores, perfumeries, specialty re- Equipment and leasehold improvements are stated at cost less tailers, mass-market retailers, supermarkets and domestic and accumulated depreciation and amortization. Depreciation and international wholesalers and distributors. The Company grants amortization are provided using the straight line method over credit to all qualified customers and does not believe it is the estimated useful lives for equipment, which range between exposed significantly to any undue concentration of credit risk. three and ten years and the shorter of the lease term or estimat- No one customer represented 10% or more of net sales in ed useful asset lives for leasehold improvements. Depreciation 2013, 2012 or 2011. provided on equipment used to produce inventory, such as tools and molds, is included in cost of sales. INTER PARFUMS, INC. 2013 ANNUAL REPORT80 REVENUE RECOGNITION and the costs of its purchase with purchase and gift with The Company sells its products to department stores, perfum- purchase promotions as cost of sales. Certain other incentive eries, specialty retailers, mass-market retailers, supermarkets arrangements require the payment of a fee to customers and domestic and international wholesalers and distributors. based on their attainment of pre-established sales levels. Sales of such products by our domestic subsidiaries are These fees have been recorded as a reduction of net sales. denominated in U.S. dollars and sales of such products by our foreign subsidiaries are primarily denominated in either ADVERTISING AND PROMOTION euro or U.S. dollars. The Company recognizes revenues when Advertising and promotional costs are expensed as incurred merchandise is shipped and the risk of loss passes to the cus- and recorded as a component of cost of goods sold (in the tomer. Net sales are comprised of gross revenues less returns, case of free goods given to customers) or selling, general and trade discounts and allowances. The Company does not bill administrative expenses. Advertising and promotional costs its customers’ freight and handling charges. All shipping and included in selling, general and administrative expenses were handling costs, which aggregated $6.1 million, $8.4 million $94.0 million, $132.7 million and $127.8 million for 2013, and $8.8 million in 2013, 2012 and 2011, respectively, are 2012 and 2011, respectively. Costs relating to purchase with included in selling, general and administrative expenses in the purchase and gift with purchase promotions that are reflected consolidated statements of income. in cost of sales aggregated $25.7 million, $46.5 million and SALES RETURNS $48.4 million in 2013, 2012 and 2011, respectively. Accrued expenses include approximately $22.4 million and $24.4 mil- Generally, the Company does not permit customers to return lion in advertising liabilities as of December 31, 2013 and their unsold products. However, in 2011, we took over U.S. 2012, respectively. distribution of our European based prestige products, and for U.S. based customers, we allow returns if properly request- PACKAGE DEVELOPMENT COSTS ed, authorized and approved. The Company regularly reviews Package development costs associated with new products and revises, as deemed necessary, its estimate of reserves and redesigns of existing product packaging are expensed for future sales returns based primarily upon historic trends as incurred. and relevant current data including information provided by retailers regarding their inventory levels. In addition, as nec- OPERATING LEASES essary, specific accruals may be established for significant The Company recognizes rent expense from operating leases future known or anticipated events. The types of known or with various step rent provisions, rent concessions and es- anticipated events that we have considered, and will continue calation clauses on a straight-line basis over the applicable to consider, include, but are not limited to, the financial con- lease term. The Company considers lease renewals in the use- dition of our customers, store closings by retailers, changes in ful life of its leasehold improvements when such renewals are the retail environment and our decision to continue to support reasonably assured. In the event the Company receives capital new and existing products. The Company records estimated improvement funding from its landlord, these amounts are reserves for sales returns as a reduction of sales, cost of sales recorded as deferred liabilities and amortized over the remain- and accounts receivable. Returned products are recorded as ing lease term as a reduction of rent expense. inventories and are valued based upon estimated realizable value. The physical condition and marketability of returned LICENSE AGREEMENTS products are the major factors we consider in estimating re- The Company’s license agreements provide the Company alizable value. Actual returns, as well as estimated realizable with worldwide rights to manufacture, market and sell fra- values of returned products, may differ significantly, either grance and fragrance related products using the licensors’ favorably or unfavorably, from our estimates, if factors such trademarks. The licenses typically have an initial term of as economic conditions, inventory levels or competitive condi- approximately 5 years to 15 years, and are potentially renew- tions differ from our expectations. able subject to the Company’s compliance with the license PAYMENTS TO CUSTOMERS agreement provisions. The remaining terms, including the potential renewal periods, range from approximately 1 year The Company records revenues generated from purchase to 14 years. Under each license, the Company is required to with purchase and gift with purchase promotions as sales pay royalties in the range of 5% to 10% to the licensor, at notes to consolidated financial statements (in thousands except share and per share data) 81 least annually, based on net sales to third parties. under various employee stock option plans. Treasury shares In certain cases, the Company may pay an entry fee to are accounted for under the cost method and reported as a acquire, or enter into, a license where the licensor or another reduction of equity. Share Repurchase Authorizations may be licensee was operating a pre-existing fragrance business. In suspended, limited or terminated at any time without notice. those cases, the entry fee is capitalized as an intangible as- set and amortized over its useful life. RECENT ACCOUNTING PRONOUNCEMENTS Most license agreements require minimum royalty pay- In July 2013, new accounting guidance was issued regard- ments, incremental royalties based on net sales levels and ing financial statement presentation of an unrecognized tax minimum spending on advertising and promotional activities. benefit when a net operating loss carry-forward, a similar tax Royalty expenses are accrued in the period in which net sales loss, or a tax credit exists. This guidance is effective for in- are recognized while advertising and promotional expenses terim and annual periods beginning after December 15, 2014. are accrued at the time these costs are incurred. The adoption of this new guidance is not expected to have a In addition, the Company is exposed to certain concentra- material effect on the Company’s financial position, results of tion risk. Substantially all of our prestige fragrance brands are operations or cash flows. licensed from unaffiliated third parties, and our business is de- There are no other recent accounting pronouncements is- pendent upon the continuation and renewal of such licenses. sued but not yet adopted that would have a material effect on our consolidated financial statements. INCOME TAXES The Company accounts for income taxes using an asset and (2) Termination of Burberry License liability approach that requires the recognition of deferred tax Burberry exercised its option to buy-out the license rights assets and liabilities for the expected future tax consequences effective December 31, 2012. On October 11, 2012, the of events that have been recognized in its financial statements Company and Burberry entered into a transition agreement or tax returns. The net deferred tax assets assume sufficient that provided for certain license rights and obligations to con- future earnings for their realization, as well as the continued tinue through March 31, 2013. The Company continued to op- application of currently anticipated tax rates. Included in net erate certain aspects of the business for the brand including deferred tax assets is a valuation allowance for deferred tax product development, testing, and distribution. The transition assets, where management believes it is more-likely-than-not agreement provided for non-exclusivity for manufacturing, a that the deferred tax assets will not be realized in the relevant cap on sales of Burberry products, a reduced advertising re- jurisdiction. If the Company determines that a deferred tax quirement and no minimum royalty amounts. asset will not be realizable, an adjustment to the deferred tax The Company had determined that the transaction was asset will result in a reduction of net earnings at that time. substantially completed as of December 31, 2012. The fol- ISSUANCE OF COMMON STOCK BY CONSOLIDATED SUBSIDIARY lowing table sets forth a summary of the gain on termination of license which is included in income from operations on the accompanying statement of income for the year ended The difference between the Company’s share of the proceeds December 31, 2012: received by the subsidiary and the carrying amount of the portion of the Company’s investment deemed sold, is reflected as an equity adjustment in the consolidated balance sheets TREASURY STOCK Exit payment (received December 21, 2012) Expenses of termination: Inventory reserves $239,075 10,037 The Board of Directors may authorize share repurchases of the Wages including $13.8 million in Company’s common stock (Share Repurchase Authorizations). Interparfums SA profit sharing requirements 14,391 Share repurchases under Share Repurchase Authorizations Write-off of intangible assets may be made through open market transactions, negotiated Writedown of fixed assets purchase or otherwise, at times and in such amounts within Write-off of unused modeling rights 7,675 3,483 1,226 the parameters authorized by the Board. Shares repurchased Legal, professional and other agreed settlements 3,425 under Share Repurchase Authorizations are held in trea- sury for general corporate purposes, including issuances Gain on termination of license 40,237 $198,838 INTER PARFUMS, INC. 2013 ANNUAL REPORT 82 The transition agreement provided that Burberry inven- SHANGHAI TANG tories at March 31, 2013 should be less than $20.0 million In July 2013, the Company created a wholly-owned Hong Kong in the aggregate. Actual Burberry inventory as of March 31, subsidiary, Inter Parfums USA Hong Kong Limited, which 2013 aggregated approximately $18 million. During the sec- entered into a 12-year exclusive worldwide license to create, ond quarter of 2013, the Company and Burberry reached an produce and distribute perfumes and related products un- agreement regarding inventory and Burberry agreed to pur- der China’s leading luxury brand, Shanghai Tang. The agree- chase $7.8 million of inventory at cost. Remaining inventories ment commenced on July 1, 2013 and is subject to certain were sold off in the ordinary course of business pursuant to minimum sales, advertising expenditures and royalty payments our sell-off rights, destroyed or given to Burberry at no charge. as are customary in our industry. The Company plans to launch As of September 30, 2013, the $10 million inventory re- its first fragrance collection under the Shanghai Tang brand in serve, recorded in 2012 upon recognition of the gain on termi- late 2014. nation of license, was fully consumed during 2013. Accounts receivables and accounts payables were collected DUNHILL and paid in the ordinary course of business. In addition, Burb- In December 2012, we entered into a 10-year exclusive world- erry purchased fixed assets for $2.8 million as agreed in the wide license to create, produce and distribute perfumes and transition agreement. 3) Recent Agreements OSCAR DE LA RENTA fragrance-related products under the Alfred Dunhill Limited (“Dunhill”) brand. Our rights under the agreement commenced on April 3, 2013 when we took over production and distribution of the existing Dunhill fragrance collections. The agreement In October 2013, the Company entered into a 12-year ex- is subject to certain minimum sales, advertising expenditures clusive worldwide license to create, produce and distribute and royalty payments as are customary in our industry. The perfumes and related products under the Oscar de la Renta Company paid an upfront entry fee of $0.9 million. brand. The agreement closed on December 2, 2013 and is subject to certain minimum advertising expenditures as is KARL LAGERFELD customary in our industry. The Company has purchased cer- In October 2012, we entered into a 20-year exclusive world- tain inventories and paid an up-front entry fee of $5.0 million. wide license agreement to create, produce and distribute The Company has taken over distribution of fragrances within perfumes under the Karl Lagerfeld brand. Our rights under the brand’s current perfume portfolio, and plans to launch its such license agreement are subject to certain minimum first fragrance under the Oscar de la Renta brand in 2015. sales, advertising expenditures and royalty payments as are AGENT PROVOCATEUR customary in our industry. In connection with our entry into this license, the Company paid a license entry fee to the In July 2013, the Company entered into a 10.5-year exclusive licensor of €9.6 million, (approximately $12.5 million). In ad- worldwide license to create, produce and distribute perfumes dition, the Company has made an advance royalty payment and related products under London-based luxury lingerie brand, to the licensor of €9.6 million, (approximately $12.5 million). Agent Provocateur. The agreement commenced on August 1, This advance royalty payment is to be credited against future 2013 and is subject to certain minimum advertising expendi- royalty payments as follows: every year in which the royalties tures as is customary in our industry. The Company plans to due are higher than €0.5 million, the amount of royalties launch its first fragrance under the Agent Provocateur brand exceeding €0.5 million will be credited up to €0.5 million in in 2014. In addition, Inter Parfums has taken over distribu- each such year. The advance royalty has been discounted tion of selected fragrances within the brand’s current perfume to its net present value which is included in other assets on portfolio, and plans to revitalize the Agent Provocateur signa- the accompanying balance sheet and the resulting discount ture scent. of approximately $4.4 million has been added to intangible assets and will be amortized together with the license entry fee, over the initial term of the license. notes to consolidated financial statements (in thousands except share and per share data) 83 REPETTO Sui fragrance collections. The agreement is subject to certain In December 2011, we entered into a 13-year exclusive world- minimum sales, advertising expenditures and royalty pay- wide license agreement to create, produce and distribute ments as are customary in our industry. The Company paid perfumes and ancillary products under the Repetto brand. an upfront entry fee of $2.0 million for this license which was Our rights under the agreement commenced on January 1, recorded and paid in 2012. 2012. The agreement is subject to certain minimum advertis- ing expenditures and royalty payments as are customary in S.T. DUPONT our industry. THE GAP, INC. In April 2011, we renewed our license agreement with S.T. Dupont for the creation, development and distribution of fra- grance products through December 31, 2016. Our initial 11- In July 2011, we renewed our exclusive agreement with The year license agreement with S.T. Dupont was signed in June Gap, Inc. to develop, produce, manufacture and distribute 1997, and had previously been extended in 2006 for an ad- fragrances for Gap and Banana Republic brand names to be ditional three years until June 2011. sold in Gap and Banana Republic retail stores in the United States and Canada. In July 2011, we also renewed our license LANE BRYANT agreement with The Gap, Inc. for international distribution of In March 2011, we entered into an exclusive agreement with fragrances through Gap and Banana Republic stores as well a unit of Charming Shoppes, Inc. for its flagship brand, Lane as select specialty and department stores outside the United Bryant. Under the agreement, Inter Parfums designs and States, including duty-free and other travel related retailers. manufactures personal care products for the Lane Bryant These renewal agreements, which took effect on January 1, brand, while Lane Bryant is responsible for marketing, pro- 2012 and run through December 31, 2014, contain terms and moting and selling these products. The initial term of the conditions similar to those of the original agreements. contract, which may be extended by mutual consent, runs PIERRE BALMAIN In July 2011, we entered into a 12-year exclusive worldwide (4) Inventories through December 31, 2015. Year Ended December 31 2012 2013 Raw materials and component parts Finished goods $47,800 69,547 $117,347 $47,732 94,882 $142,614 license agreement to create, produce and distribute per- fumes and ancillary products under the Balmain brand. Our rights under the agreement commenced on January 1, 2012 when we took over the production and distribution of exist- ing Balmain fragrances. The agreement is subject to certain minimum sales, advertising expenditures and royalty pay- ments as are customary in our industry. The Company paid an up front entry fee of €2.1 million (approximately $2.7 mil- lion) for this license. ANNA SUI In June 2011, we entered into a 10-year exclusive worldwide fragrance license agreement, with two five-year renewal op- tions, to create, produce and distribute perfumes and fra- grance-related products under the Anna Sui brand. Our rights under the agreement commenced on January 1, 2012 when we took over production and distribution of the existing Anna INTER PARFUMS, INC. 2013 ANNUAL REPORT 84 (5) Fair Value of Financial Instruments The following tables present our financial assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2013 Assets: Short-term investments Foreign currency forward exchange contracts not accounted for using hedge accounting Quoted Prices In Significant Other Significant Active Markets for Observable Unobservable Identical Assets Total (Level 1) $181,677 157 $181,834 – – – Inputs (Level 2) $181,677 157 $181,834 Inputs (Level 3) – – – FAIR VALUE MEASUREMENTS AT DECEMBER 31, 2012 Quoted Prices In Significant Other Significant Active Markets for Observable Unobservable Identical Assets Total (Level 1) Inputs (Level 2) Inputs (Level 3) Liabilities: Foreign currency forward exchange contracts not accounted for using hedge accounting $784 – $784 – The carrying amount of cash and cash equivalents including money market funds, short-term investments, accounts receiv- able, other receivables, accounts payable and accrued expenses approximates fair value due to the short terms to maturity of these instruments. The carrying amount of loans payable approximates fair value as the interest rates on the Company’s indebted- ness approximate current market rates. Foreign currency forward exchange contracts are valued based on quotations from financial institutions. (6) Derivative Financial Instruments The Company enters into foreign currency forward exchange contracts to hedge exposure related to receivables denominated in a foreign currency and occasionally to manage risks related to future sales expected to be denominated in a foreign currency. The Company did not enter into any cash flow hedges during the three-year period ended December 31, 2013. The following table presents gains and losses in derivatives not designated as hedges and the location of those gains and losses in the financial statements (in thousands): Derivatives not Designated as Location of Gain (Loss) recognized in Hedging Instruments Interest rate swaps Income on Derivative Interest Expense Foreign exchange contracts Gain (loss) on foreign currency December 31 2013 $– $11 December 31 2012 $68 $153 notes to consolidated financial statements (in thousands except share and per share data) 85 All derivative instruments are reported as either assets or 2012 liabilities on the balance sheet measured at fair value. The Gross Accumulated Net Book valuation of foreign currency forward exchange contracts not Amount Amortization Value accounted for using hedge accounting in 2013 and 2012 re- Trademarks sulted in an asset and is included in other current assets on (indefinite lives) $6,631 $– $6,631 the accompanying balance sheets. Generally, increases or de- Trademarks creases in the fair value of derivative instruments will be rec- (finite lives) 53,115 382 52,733 ognized as gains or losses in earnings in the period of change. Licenses If the derivative instrument is designated and qualifies as a (finite lives) 69,373 18,387 50,986 cash flow hedge, the changes in fair value of the derivative in- Other intagible assets strument will be recorded as a separate component of share- holders’ equity. At December 31, 2013, the Company had foreign currency contracts in the form of forward exchange contracts in the (finite lives) Subtotal Total 15,469 137,957 12,778 2,691 31,547 106,410 $144,588 $31,547 $113,041 amount of approximately U.S. $8.3 million and GB £2.1 mil- Amortization expense was $6.2 million, $7.0 million and $7.9 lion which all have maturities of less than one year. million for 2013, 2012 and 2011, respectively. Amortization (7) Equipment and Leasehold Improvements and 2015, and $5.9 million in 2016, 2017 and 2018. The expense is expected to approximate $6.9 million in 2014 Equipment Leasehold Improvements Less accumulated depreciation and amortization 2012 Year Ended December 31 2013 $25,597 2,952 28,549 $41,447 43,912 2,465 weighted average amortization period for trademarks, licenses and other intangible assets with finite lives are 18 years, 13 years and 2 years, respectively, and 14 years in the aggregate. There were no impairment charges for trademarks with in- definite useful lives in 2013, 2012 and 2011. The fair values used in our evaluations are estimated based upon discounted 18,105 $10,444 31,623 future cash flow projections using a weighted average cost of $12,289 capital of 6.7%. The cash flow projections are based upon a number of assumptions, including, future sales levels and Depreciation and amortization expense was $4.9 million, $8.6 future cost of goods and operating expense levels, as well million and $6.0 million for 2013, 2012 and 2011, respectively. as economic conditions, changes to our business model or (8) Trademarks, Licenses and Other Intangible Assets 2013 changes in consumer acceptance of our products which are more subjective in nature. The Company believes that the as- sumptions the Company has made in projecting future cash Gross Accumulated Net Book flows for the evaluations described above are reasonable and Amount Amortization Value currently no impairment indicators exist for our indefinite- Trademarks lived assets. However, if future actual results do not meet our (indefinite lives) $4,257 $– $4,257 expectations, the Company may be required to record an im- Trademarks pairment charge, the amount of which could be material to our (finite lives) 53,319 102 53,217 results of operations. Licenses The cost of trademarks, licenses and other intangible as- (finite lives) 80,842 24,747 56,095 sets with finite lives is being amortized by the straight line Other intagible assets (finite lives) Subtotal Total 11,964 146,125 $150,382 method over the term of the respective license or the intan- 9,290 34,139 $34,139 2,674 111,986 $116,243 gible assets estimated useful life which range from three to twenty years. If the residual value of a finite life intangible asset exceeds its carrying value, then the asset is not amor- INTER PARFUMS, INC. 2013 ANNUAL REPORT 86 tized. The Company reviews intangible assets with finite lives Minimum future annual rental payments are as follows: for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Trademarks (finite lives) primarily represents Lanvin brand names and trademarks and in connection with their purchase, Lanvin was granted the right to repurchase the brand names and trademarks in 2025 for the greater of €70 million (ap- proximately $97 million) or one times the average of the an- nual sales for the years ending December 31, 2023 and 2024 2014 2015 2016 2017 2018 Thereafter $4,993 $4,888 $4,902 $4,581 $4,103 $10,024 $33,491 (residual value). Because the residual value of the intangible LICENSE AGREEMENTS asset exceeds its carrying value, the asset is not amortized. The Company is party to a number of license and other agree- In December 2013, the Company sold its Nickel brand and ments for the use of trademarks and rights in connection with trademarks for $3.5 million, which was approximately equal the manufacture and sale of its products expiring at various to the then current book value of the goodwill and trademark; dates through 2032. In connection with certain of these li- therefore, there was no material gain or loss as a result of the cense agreements, the Company is subject to minimum an- sale. nual advertising commitments, minimum annual royalties and other commitments as follows: (9) Loans Payable – Banks Loans payable – banks consist of the following: The Company and its domestic subsidiaries have available a $15 million unsecured revolving line of credit due on demand, which bears interest at the prime rate minus 0.5% (the prime 2014 2015 2016 2017 2018 rate was 3.25% as of December 31, 2013). The line of credit Thereafter which has a maturity date of May 1, 2014 is expected to be renewed on an annual basis. Borrowings outstanding pursuant $102,123 $115,400 $120,843 $119,158 $121,627 $540,209 $1,119,360 to this line of credit were approximately $6.1 million as of Future advertising commitments are estimated based on December 31, 2013 and zero as of December 31, 2012. planned future sales for the license terms that were in ef- The Company’s foreign subsidiaries have available credit fect at December 31, 2013, without consideration for poten- lines, including several bank overdraft facilities totaling approxi- tial renewal periods. The above figures do not reflect the fact mately $25 million. These credit lines bear interest at EURIBOR that our distributors share our advertising obligations. Royalty plus 0.6%, 0.7% or 0.8% (EURIBOR was 0.3% at December expense included in selling, general, and administrative ex- 31, 2013). Outstanding amounts were zero as of December 31, penses, aggregated $40.5 million, $58.8 million and $51.3 2013 and $27.8 million as of December 31, 2012. million, in 2013, 2012 and 2011, respectively, and represent- The weighted average interest rate on short-term bor- ed 7.2%, 9.0% and 8.3% of net sales for the years ended rowings was 2.8% and 0.8% as of December 31, 2013 and December 31, 2013, 2012 and 2011. 2012, respectively. (10) Commitments LEASES (11) Equity SHARE-BASED PAYMENTS: The Company maintains a stock option program for key em- The Company leases its office and warehouse facilities un- ployees, executives and directors. The plans, all of which have der operating leases which are subject to various step rent been approved by shareholder vote, provide for the granting provisions, rent concessions and escalation clauses expiring of both nonqualified and incentive options. Options granted at various dates through 2023. Escalation clauses are not under the plans typically have a six-year term and vest over material and have been excluded from minimum future an- a four to five-year period. The fair value of shares vested in nual rental payments. Rental expense, which is calculated on 2013 and 2012 aggregated $0.5 million and $0.9 million, re- a straight-line basis, amounted to $10.8 million, $11.8 mil- spectively. Compensation cost is recognized on a straight-line lion and $12.7 million in 2013, 2012 and 2011, respectively. basis over the requisite service period for the entire award. It notes to consolidated financial statements (in thousands except share and per share data) 87 is generally the Company’s policy to issue new shares upon exercise of stock options. Year Ended December 31 Weighted Average The following table sets forth information with respect to 2011 Options Exercise Price nonvested options for 2013: Shares under option- Weighted Average beginning of year Grant Date Options granted Number of Shares Fair Value Options exercised Options cancelled $5.02 Shares under option- 807,620 118,900 (95,625) (7,620) $12.78 15.66 12.66 14.37 Nonvested options – beginning of year Nonvested options granted Nonvested options vested or forfeited Nonvested options – end of year 346,075 136,350 (114,955) 367,470 9.20 4.67 $6.68 end of year 823,275 $13.20 At December 31, 2013, options for 461,075 shares were available for future grant under the plans. The aggregate in- trinsic value of options outstanding is $10.4 million as of December 31, 2013 and unrecognized compensation cost related to stock options outstanding on Inter Parfums, Inc. Share-based payment expenses decreased income before common stock aggregated $2.3 million, which will be recog- income taxes by $0.8 million in 2013 and 2012 and $1.1 nized over the next five years. The amount of unrecognized million in 2011, decreased net income attributable to Inter compensation cost related to stock options outstanding of Parfums, Inc. by $0.50 million in 2013 and 2012 and $0.60 our majority-owned subsidiary, IPSA, was €0.1 million (ap- million in 2011, respectively, and reduced diluted earnings proximately $0.15 million). Options under IPSA plans vest per share by $0.01 in 2013 and 2012, and $0.02 in 2011. four years after grant. The following table summarizes stock option activity and The weighted average fair values of options granted by In- related information for the years ended December 31, 2013, ter Parfums, Inc. during 2013, 2012 and 2011 were $9.20, 2012 and 2011 and does not include information relating to op- $5.54 and $4.59 per share, respectively, on the date of grant tions of IPSA granted by IPSA, our majority-owned subsidiary: using the Black-Scholes option pricing model to calculate the Year Ended December 31 Weighted Average Options Exercise Price fair value. The assumptions used in the Black-Scholes pricing model for the years ended December 31, 2013, 2012 and 2011 are set forth in the following table: Year Ended December 31 2013 2011 2012 716,235 136,350 (204,240) (4,750) $14.41 34.84 11.68 17.47 Weighted average expected stock-price volatility Weighted average expected option life Weighted average risk-free 37% 38% 40% 5.0 yrs 5.0 yrs 4.5 yrs 2013 Shares under option- beginning of year Options granted Options exercised Options cancelled Shares under option- end of year Year Ended December 31 Weighted Average 643,595 $19.58 interest rate Weighted average dividend yield 1.7% 0.7% 0.9% 2.7% 1.7% 1.7% 2012 Options Exercise Price Shares under option- beginning of year Options granted Options exercised Options cancelled Shares under option- 823,275 128,850 (226,160) (9,730) Expected volatility is estimated based on historic volatil- $13.20 ity of the Company’s common stock. The expected term of 19.25 12.72 the option is estimated based on historic data. The risk-free rate is based on the U.S. Treasury yield curve in effect at the 15.37 time of the grant of the option and the dividend yield reflects the assumption that the dividend payout as authorized by the end of year 716,235 $14.41 Board of Directors would maintain its current payout ratio as a percentage of earnings. INTER PARFUMS, INC. 2013 ANNUAL REPORT 88 Cash proceeds, tax benefits and intrinsic value related As of December 31, 2013, the weighted average exercise to stock options exercised were as follows: price of options exercisable was $13.76 and the weighted av- Year Ended December 31 2011 2012 2013 erage remaining contractual life of options exercisable is 2.32 years. The aggregate intrinsic value of options exercisable at December 31, 2013 is $6.1 million. The Chief Executive Officer and the President each exer- Cash prodceeds from stock options exercised Tax benefits Intinsic value of stock options exercised $1,668 700 $4,088 $1,305 $1,210 cised 13,875, 28,500 and 60,000 outstanding stock options 100 — of the Company’s common stock in 2014, 2013 and 2012, respectively. The aggregate exercise prices of $0.3 million in 2014, $0.7 million in 2013 and $1.6 million in 2012 were 1,359 720 paid by them tendering to the Company in 2014, 2013 and 2012, an aggregate of 10,080, 18,880 and 82,322 shares, The following table summarizes additional stock option in- respectively, of the Company’s common stock, previously formation as of December 31, 2013: owned by them, valued at fair market value on the dates of Options Outstanding Weighted Average Remaining exercise. All shares issued pursuant to these option exercises were issued from treasury stock of the Company. In addition, the Chief Executive Officer tendered in 2014, 2013 and 2012 an additional 1,193, 2,573 and 4,710 shares, respectively, for payment of certain withholding taxes resulting from his Excercise Number Contractual Options option exercises. Prices Outstanding Life Exercisable $ 6.15 - $ 6.93 47,930 0.99 Years 11.30 - 11.41 39,225 0.12 Years 78,120 2.00 Years 47,930 39,225 60,010 DIVIDENDS: The quarterly dividend of $3.7 million ($0.12 per share) de- clared in December 2013 was paid in January 2014. The next 3,000 1.08 Years 1,875 quarterly dividend of $0.12 per share will be paid on April 15, 12.14 13.45 15.59 - 15.62 113,010 3.90 Years 44,550 2014 to shareholders of record on March 31, 2014. 17.07 - 17.94 6,750 2.68 Years 1,625 19.03 - 19.33 219,210 4.11 Years 80,910 21.76 22.20 5,000 4,000 4.09 Years 5.09 Years 35.75 127,350 6.00 Years — — — Totals 643,595 3.69 Years 276,125 notes to consolidated financial statements (in thousands except share and per share data) 89 (12) Net Income Attributable to Inter Parfums, Inc. Common Shareholders Net income attributable to Inter Parfums, Inc. per common share (“basic EPS”) is computed by dividing net income attributable to Inter Parfums, Inc. by the weighted-average number of shares outstanding. Net income attributable to Inter Parfums, Inc. per share assuming dilution (“diluted EPS”), is computed using the weighted average number of shares outstanding, plus the incremental shares outstanding assuming the exercise of dilutive stock options and warrants using the treasury stock method. The reconciliation between the numerators and denominators of the basic and diluted EPS computations is as follows: Year Ended December 31 2011 2012 2013 Numerator: Net income attributable to Inter Parfums, Inc. Effect of dilutive securities of consolidated subsidiary Numerator for diluted earnings per share Denominator: Weighted average shares Effect of dilutive securities: stock options and warrents Denominator for diluted earnings per share $39,211 – 39,211 30,763,955 189,927 30,953,882 $131,136 (168) 130,968 $32,303 (82) 32,221 30,574,772 30,514,529 140,912 163,296 30,715,684 30,677,825 Net income attributable to Inter Parfums, Inc.common shareholders: Basic Diluted $1.27 1.27 $4.29 4.26 $1.06 1.05 Not included in the above computations is the effect of anti dilutive potential common shares which consist of outstanding op- tions to purchase 32,000, 230,000, and 118,000 shares of common stock for 2013, 2012, and 2011, respectively. (13) Segments and Geographic Areas The Company manufactures and distributes one product line, fragrances and fragrance related products. The Company man- ages its business in two segments, European based operations and United States based operations. The European assets are located, and operations are primarily conducted, in France. European operations primarily represent the sale of the prestige brand name fragrances, and United States operations represent the sale of specialty retail and prestige brand name fragrances. Information on the Company’s operations by segments is as follows: INTER PARFUMS, INC. 2013 ANNUAL REPORT 90 SEGMENTS AND GEOGRAPHICAL AREAS Year Ended December 31 2011 2012 2013 Net sales: United States Europe Eliminations of intercompany sales Total Net income attributable to Inter Parfums, Inc: United States Europe Eliminations Total Depreciation and amortization expense: United States Europe Total Interest and dividend income United States Europe Total Interest expense: United States Europe Total Income tax expense (benefit): United States Europe Eliminations Total Total assets: United States Europe Eliminations of investment in subsidiary Total Additions to long-lived assets: United States Europe Total Total long-lived assets: United States Europe Total Deferred tax assets: United States Europe Eliminations Total $99,158 464,562 (141) $563,579 $83,106 571,877 (866) $62,976 552,415 (171) $654,117 $615,220 $6,806 $32,392 13 $39,211 $1,216 9,894 $11,110 $16 4,424 $4,440 $13 1,367 $1,380 $4,512 25,159 9 $29,680 $76,980 596,153 (9,075) $664,058 $7,629 5,155 $12,784 $13,823 112,864 $126,687 $341 6,916 – $7,257 $5,078 126,045 13 $2,108 30,217 (22) $131,136 $32,303 $958 14,596 $15,554 $7 1,126 $1,133 $38 1,616 $1,654 $3,804 94,063 8 $507 12,566 $13,073 $10 1,095 $1,105 $11 2,186 $2,197 $1,405 23,053 (14) $97,875 $24,444 $64,278 704,464 (8,822) $59,841 465,747 (9,554) $759,920 $516,034 $3,131 26,060 $29,191 $7,572 118,712 $126,284 $762 12,361 9 $13,132 $572 13,979 $14,551 $5,400 117,638 $123,038 $1,505 5,748 17 $7,270 notes to consolidated financial statements (in thousands except share and per share data) 91 SEGMENTS AND GEOGRAPHICAL AREAS continued United States export sales were approximately $50.4 million, $38.8 million and $24.9 million in 2013, 2012 and 2011, respec- tively. Consolidated net sales to customers by region are as follows: Year Ended December 31 North America Europe Central and South America Middle East Asia Other Total Consolidated net sales to customers in major countries is as follows: United States United Kingdom France (14) Income Taxes 2013 $154,300 215,600 42,400 43,300 98,600 9,400 $563,600 2013 $150,000 46,000 47,000 2012 $175,400 241,300 53,000 62,100 115,300 7,000 2011 $150,000 246,000 61,000 57,000 95,000 6,200 $654,100 $615,200 2012 2011 $167,000 $138,000 48,000 46,000 45,000 48,000 The Company or its subsidiaries file income tax returns in the crease in the liability for unrecognized tax benefits and has no U.S. federal, and various states and foreign jurisdictions. With uncertain tax position at December 31, 2013. The Company few exceptions, the Company is no longer subject to U.S. fed- recognizes interest accrued related to unrecognized tax ben- eral, state, and local or non-U.S. income tax examinations by efits in interest expense and penalties as a component of the tax authorities for years before 2009. provision for income taxes. No interest or penalties were rec- The Company follows the provisions of uncer tain tax ognized during the periods presented and there is no accrual positions as addressed in FASB Accounting Standards Codi- for interest and penalties at December 31, 2013. fication 740-10-65-1. The Company did not recognize any in- The components of income before income taxes consist of the following: Year Ended December 31 U.S. operations Foreign operations Total 2013 $11,340 69,306 $80,646 2012 $8,904 265,861 $274,765 2011 $3,478 63,915 $67,393 The provision for current and deferred income tax expense (benefit) consists of the following: Year Ended December 31 Current: Federal State and local Foreign Total Deferred: Federal State and local Foreign Total Total income tax expense: 2013 $3,638 454 20,744 24,836 370 59 4,415 4,844 $29,680 2012 2011 $2,511 558 102,717 105,786 703 40 (8,654) (7,911) $97,875 $1,269 286 23,898 25,453 (170) 3 (842) (1,009) $24,444 INTER PARFUMS, INC. 2013 ANNUAL REPORT 92 The tax effects of temporary diffrences that give rise to sig- (15) Accumulated Other Comprehensive Income nificant portions of the federal tax assets and deferred tax liabilities are as follows: Year Ended December 31 2013 2012 The components of accumulated other comprehensive income consists of the following: Year Ended December 31 2013 2011 2012 Net derivative instruments, Defered tax assets: Foreign net operating loss carry-forwards Inventory and accounts receivable Profit sharing Stock option compensation Effect of inventory profit elimination Other Total gross deferred tax assets Valuation allowance Net deferred tax assets Deferred tax liabilities (long-term): Trademarks and licenses Other Total deferred tax liabilities Net deferred tax assets 707 626 4,805 526 1,710 (410) 7,964 (707) 7,257 (2,555) – (2,555) $4,702 591 703 6,352 540 beginning of year Transfer from OCI into earnings Gain on derivative instruments Net derivative instruments, 5,560 end of year (23) Cumulative translation 13,723 adjustments, (591) beginning of year 13,132 Translation adjustments Cumulative translation (3,502) adjustments, (297) end of year (3,799) Accumulated other $240 $224 $213 (240) – – – – 16 11 240 224 12,258 13,602 7,523 14,544 4,735 (7,021) 25,860 12,258 7,523 $9,333 comprehensive income $25,860 $12,498 $7,747 Valuation allowances are provided for foreign net operating (16) Net Income Attributable to Inter Parfums, Inc. loss carry-forwards, as future profitable operations from cer- tain foreign subsidiaries might not be sufficient to realize the and Transfers from the Noncontrolling Interest Year Ended December 31 full amount of net operating loss carry-forwards. 2013 2012 2011 No other valuation allowances have been provided as man- Net income attributable agement believes that it is more likely than not that the asset to Inter Parfums, Inc. $39,211 $131,136 $32,303 will be realized in the reduction of future taxable income. Increase (decrease) in The Company has not provided for U.S. deferred income Inter Parfums, Inc.’s taxes on $329 million of undistributed earnings of its non- additional paid-in capital U.S. subsidiaries as of December 31, 2013 since the Com- for subsidiary share pany intends to reinvest most of these earnings in its foreign transactions (173) 737 209 operations indefinitely and the Company believes it has suf- Change from net income ficient foreign tax credits available to offset any potential tax attributable to on amounts that have been and are planned to be repatriated. Inter Parfums, Inc. Differences between the United States Federal statutory in- and transfers from noncontrolling interest $39,038 $131,873 $32,512 come tax rate and the effective income tax rate were as follows: Year Ended December 31 2013 2011 34.0% 2012 34.0% 34.0% Statutory rates State and local taxes, net of Federal benefit Effect of foreign taxes greater then (less then) U.S. statutory rates Other Effective rates 0.4 0.1 0.3 2.0 0.4 36.8% 1.4 0.1 2.0 – 35.6% 36.3% directors and executive officers 93 DIRECTORS AND EXECUTIVE OFFICERS DIRECTORS: Jean Madar Jean Madar Chief Executive Officer, Chief Executive Officer, EXECUTIVE OFFICERS: CORPORATE INFORMATION: Inter Parfums, Inc. 551 Fifth Avenue and Chairman of the Board of Directors and Chairman of the Board of Directors New York, NY 10176 Inter Parfums, Inc. Inter Parfums, Inc. Tel. (212) 983-2640 Fax: (212) 983-4197 Philippe Benacin Philippe Benacin www.interparfumsinc.com President, and Vice Chairman of the President, and Vice Chairman of the Board of Directors, Inter Parfums, Inc. Board of Directors, Inter Parfums, Inc. Interparfums SA Chief Executive Officer, Chief Executive Officer, 4 Rond Point des Champs Elysées Interparfum SA Interparfum SA Russell Greenberg Russell Greenberg Executive Vice President, Executive Vice President, 75008 Paris, France Tel. (1) 53-77-00-00 Fax: (1) 40-76-08-65 and Chief Financial Officer and Chief Financial Officer Auditors WeiserMazars, LLP 135 West 50th Street New York, NY 10020 Transfer Agent American Stock Transfer and Trust Company 6201 15th Avenue Brooklyn, NY 11219 Inter Parfums, Inc. Inter Parfums, Inc. Philippe Santi Executive Vice President Director General Delegue Interparfum SA Henry B. Clarke President, Inter Parfums USA, LLC Specialty Retail Division Francois Heilbronn Philippe Santi Managing Partner M.M. Friedrich, Executive Vice President Heilbronn & Fiszer Director General Delegue Interparfum SA Jean Levy Business Consultant - Former President and Chief Executive Officer, Cosmair Frédéric Garcia-Pelayo Former President and Chief Executive Director of Export Sales Officer, Sanofi Beauté (France) Interparfum SA Robert Bensoussan-Torres Axel Marot Co-founder of Sirius Equity, a retail Director of Production & Logistics and branded luxury goods Interparfum SA investment company and Former Chief Executive Officer, Jimmy Choo Ltd. Patrick Choël Business Consultant and Former President and Chief Executive Officer Parfums Christian Dior and the LVMH Perfume and Cosmetics Division INTER PARFUMS, INC. 2013 ANNUAL REPORT94 corporate and market information THE MARKET FOR OUR COMMON STOCK Our Company’s common stock, $.001 par value per share, is addition to our company’s regular quarterly cash dividend of traded on The Nasdaq Global Select Market under the symbol $0.12 per share. “IPAR”. The following table sets forth in dollars, the range of In January 2014, our Board of Directors determined to high and low closing prices for the past two fiscal years for our maintain the present quarterly dividend or $0.12 per share, or common stock. 2013 Fourth Quarter Third Quarter Second Quarter First Quarter 2012 Fourth Quarter Third Quarter Second Quarter First Quarter High $38.94 34.96 33.19 25.71 High $20.79 18.47 17.33 17.85 Low $28.94 26.02 24.43 19.55 $0.48 on an annual basis. The next quarterly cash dividend of $0.12 per share is payable on April 15, 2014 to shareholders of record on March 31, 2014. FORM 10K A copy of the company’s 2013 Annual Report on Form 10-K, as filed with the Securities and Exchange Commission, is available without charge to shareholders upon request (except for exhibits) Low To: Inter Parfums, Inc. 551 Fifth Avenue New York, NY 10176 $17.17 Attention: Corporate Secretary. 15.99 15.20 15.11 CORPORATE PERFORMANCE GRAPH The following graph compares the performance for the pe- riods indicated in the graph of our common stock with the As of February 18, 2014, the number of record holders, performance of the Nasdaq Market Index and the average per- which include brokers and broker’s nominees, etc., of our formance of a group of the Company’s peer corporations con- common stock was 45. We believe there are approximately sisting of: Avon Products Inc., Blyth Inc., CCA Industries, Inc., 6,300 beneficial owners of our common stock. Colgate-Palmolive Co., Elizabeth Arden, Inc., Estee Lauder DIVIDENDS Cosmetics, Inc., Inter Parfums, Inc., Kimberly Clark Corp., Natural Health Trends Corp., Revlon, Inc., Spectrum Brands, In January 2013, our Board of Directors authorized a 50% Inc., Stephan Company, Summer Infant, Inc., The Procter & increase in the cash dividend to $0.48 per share on an annual Gamble Company and United Guardian, Inc. The graph as- basis. In November 2013 our Board of Directors declared a sumes that the value of the investment in our common stock special cash dividend of $0.48 per share, which was payable and each index was $100 at the beginning of the period in- in one lump sum on December 16, 2013 to shareholders of dicated in the graph, and that all dividends were reinvested. record on December 2, 2013. This special dividend was in COMPARISON 0F 5 YEAR CUMULATIVE TOTAL RETURN* Among Inter Parfums, Inc., The NASDEQ Composite Index and a Peer Group $600 $500 $400 $300 $200 $100 $0 12/08 12/09 12/10 12/11 12/12 12/13 INTER PARFUMS INC NASDAQ COMPOSITE PEER GROUP *$100 INVESTED ON DECEMBER 31, 2008 IN STOCK OR INDEX, INCLUDING REINVESTMENT OF DIVIDENDS. FISCAL YEAR ENDING DECEMBER 31. Below is the list of the data points for each year that corresponds to the lines on the above graph Inter Parfums, Inc. NASDAQ Composite Peer Group 12/08 100.00 100.00 100.00 12/09 161.00 144.88 109.30 12/10 253.31 170.58 118.03 12/11 213.01 171.30 128.95 12/12 271.31 199.99 139.55 12/13 514.22 283.39 174.76 95 Montblanc Legend INTER PARFUMS, INC. 2013 ANNUAL REPORT96 Jimmy Choo 

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