Triumph Apparel Company Description
Triumph Apparel posts a profit when its customers outfit themselves to bust a move. Formerly known as Danskin, the company designs and manufactures women's dance and activewear, including tights and leotards, under owned and licensed names Danskin, Prima, Tech Elements, Danskin Plus (larger-sized clothing), Free Style, the New York City Ballet, and fitness guru Denise Austin. The company sells its clothing to department stores, sporting goods stores, and other specialty shops, and it operates about 20 outlet stores across the US. It has begun to sell through mass marketers, such as Target and Wal-Mart, and is growing sales through its online store. Iconix bought the firm for $70 million in 2007 and renamed it.
Triumph Apparel Corporation Announces Reorganization
NEW YORK--(BUSINESS WIRE)--Triumph Apparel Corporation (OTC:PK: TRUA), which manufactures and distributes women’s dance apparel and active wear under the name Danskin, announced today that KSL Ventures, LLC had acquired 55% of the Company’s equity and voting stock in connection with a recapitalization of the Company.
KSL Ventures and affiliates will provide enhanced sourcing, manufacturing, distribution and marketing opportunities for Triumph’s well-established Danskin brand, which it licenses from an affiliate of Iconix. Danskin has been the premier supplier of dance apparel and related products as well as women’s active wear and performance wear for many years. The Company is well known and highly regarded for its successful sponsorship of The Danskin Triathlon series of events held across the country and a major supporter of women’s breast cancer research through its Danskin Triathlon activities.
In connection with the recapitalization, all future operations of Triumph will be managed by KSL Ventures, LLC, with the view of returning the Company to profitability. Carol Hochman has agreed to continue her association with the Company through her assumption of the role of Chief Executive Officer of the Company’s Triumph Marketing subsidiary, which will focus on product development, expansion of the Company’s brands and related opportunities. Carol will continue to represent the Company as a board member of the Sporting Goods Manufacturers Association and continue in her role as Chairperson of the American Apparel and Footwear Association.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995. The statements that are not historical facts contained in this press release are forward looking statements that involve a number of known and unknown risks, uncertainties and other factors, all of which are difficult or impossible to predict and many of which are beyond the control of the Company, which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward looking statements. Such factors include, but are not limited to, uncertainty regarding the results of the Company's acquisition of additional licenses, continued market acceptance of current products and the ability to successfully develop and market new products particularly in light of rapidly changing fashion trends, the impact of supply and manufacturing constraints or difficulties relating to the Company's licensees’ dependence on foreign manufacturers and suppliers, uncertainties relating to customer plans and commitments, the ability of licensees to successfully market and sell branded products, competition, uncertainties relating to economic conditions in the markets in which the Company operates, the ability to hire and retain key personnel, the ability to obtain capital if required, the risks of litigation and regulatory proceedings, the risks of uncertainty of trademark protection, the uncertainty of marketing and licensing acquired trademarks and other risks detailed in the Company's SEC filings. The words "believe", "anticipate," "expect", "confident", “project”, provide “guidance” and similar expressions identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward looking statements, which speak only as of the date the statement was made.
LOOKS LIKE HQ WILL BE CUTTING COSTS!!!!!!!!!!
YORK, Pa. -- Triumph Apparel, formerly called Danskin, is closing its York manufacturing and distribution facility.
The company announced Friday that it could not get a loan to keep the center open. Company officials have not said how many jobs would be cut.
While Triumph did not provide specifics, the company did indicate in a news release that it feels the York facility is out of date.
Click here to find out more!
"The Company regrets that in this economic environment it cannot be competitive operating facilities designed for another era. The company does not have the resources to modernize the facilities to be competitive and is exploring with the cooperation of its financing sources alternative sources for production,” the company stated in a news release.
According to the release, the company "plans to begin taking steps to close the plants in the near future."
Triumph manufactures and distributes women's and girls' athletic wear and equipment.
CAN THIS ONE BE THE PROVERBIAL DIAMOND IN THE ROUGH. AFTER MARCH 13, 2009 ALL RESTRICTIONS WILL BE LIFTED!!!!!!!!!!!!!!
READ THE FOLLOWING AS DANSKIN MAY BE PAYING OUT A DIVIDEND COMING MARCH/APRIL 2009!
Here is the link to the 8-K filing originally filed by ICON:
Just a reminder that Iconix closed the deal with Danskin on March 12, 2007. The period of March 12, 2007 through March 12, 2008 is considered the Initial Period (a below) per the SEC filed by Iconix. The Second Period (b below) in the filing is for the period from March 13, 2008 through March 13, 2009. There are several restrictions that Danskin must meet if they wish to give out a dividend to shareholders during these 2 periods. The restrictions are listed in the terms I provided below. After the 2nd year (c below), there are no restrictions and Danskin may choose to issue a dividend at their desire. Additionally, the Iconix earn-out shares (d below) potentially worth $7.5-22.5 million that Danskin may receive are fair game and may distributed to shareholders without any restrictions.
Here are the terms of dividends & restrictions per the 8-k filing:
6.7 Restrictions on Sellers’ Distributions and Other Actions
(a) At all times during the period commencing on the Closing Date and ending on the one year anniversary thereof (the “Initial Period”), Sellers shall not make any distributions, dividends or other payments of cash or other assets or property to any stockholders (“Stockholder Payments”); provided , however , that if Sellers prepay to Buyer concurrently therewith the Annual Royalty, (as such term is defined in the License Agreement for the second Year (as defined in the License Agreement) pursuant to the License Agreement (the “Year 2 Prepayment Amount”), then Sellers shall have the right to make Stockholder Payments during the Initial Period.
(b) At all times during the one year period beginning on the last day of the Initial Period (the “Second Period”), Sellers shall not make any Stockholder Payments; provided , however , that Sellers shall be permitted to make a Stockholder Payment (a “Contemplated Stockholder Payment”) if at such time (i) the amount of Sellers’ cash and cash equivalents, calculated after taking into account the making of any such Contemplated Stockholder Payments (“Available Cash”), is then at least equal to the greater of: (A) an amount not less than 120% of the absolute value of the trailing twelve (12) month Net Losses (as defined herein), if any, of the Sellers or (B) Six Million Dollars ($6,000,000) (the greater of such amounts, the “Applicable Threshold”); or (ii) Sellers pay to Buyer concurrently therewith the Year 2 Prepayment Amount. For purposes hereof “Net Losses” shall mean the net loss of Sellers, determined in accordance with GAAP, excluding the non-recurring expenses of the Sellers relating to the transactions contemplated hereby to the extent such expenses were deducted (and not capitalized) in computing the Net Losses.
(c) Sellers shall provide, at Buyer’s request and otherwise on not less than a monthly basis, Buyer with evidence reasonably satisfactory to Buyer of their compliance with the foregoing covenants in this Section 6.7 until expiration of the Second Period.
(d) Nothing contained herein shall, subject to the provision of Section 3.3(h), prevent the Sellers from distributing the Earn-Out Shares and any such distribution shall not be taken into account in any calculation under subparagraph (b) of this Section 6.7.
history of danskin co.
Friday, April 13, 2007
Biz WWD The Magazine WWD
Newly Acquired, Danskin Hits 125
By Whitney Beckett
With its name conjuring images of young ballerinas, it may be hard to believe Danskin is 125 years old.
The New York activewear company opened its birthday year with the disclosure that Iconix Brand Group Inc. had purchased its namesake brand for $70 million. The second half of the year will feature anniversary marketing and products, including fall launches of the girls' line Danskin Girl and the contemporary line Danskin 1882 — in honor of the company's founding year.
Danskin, Inc. Announces Definitive Agreement to Sell its Intellectual Property to Iconix Brand Group, Inc.
PR Newswire - February 22, 2007 8:37 AM ET
FREE LEVEL @ (delayed)
VOLUME WATCH TOOL:
FACT: insiders at dans own more than 51% of outstanding shares & from stanleys due diligence they are said to own as much as 85%.
FACT:The Dolan Family(Cablevision)owns lg stake as does Ceo & husband.
68,948,000 shares O/S - From old SEC filings found at
Danskin, Inc. (OTC:PK: DANS.PK) ("Danskin" or the "Company") today announced that it has entered into a definitive agreement to sell its Danskin(R) intellectual property, to Iconix Brand Group, Inc. ("Iconix"). The transaction is anticipated to close in March 2007. The transaction is subject to customary closing conditions including clearance under the Hart-Scott-Rodino Anti Trust Improvements Act of 1976 as amended and Danskin stockholder approval.
The purchase price for the transaction will be $70 million with a contingent payment of $15 million, payable in cash or stock, triggered by the brand exceeding certain revenue and performance targets. If paid in Iconix stock and the stock appreciates during the earnout period, or thereafter, the Company could earn up to an additional $7.5 million.
As part of the transaction, Danskin will enter into a license agreement with Iconix to continue to operate the Danskin(R) wholesale business, including its freestanding retail stores and its internet merchant site, Danskin.com.
Donald Schupak, Danskin's Chairman said "The transaction will provide capital for growth of the Danskin(R) wholesale business and, at the same time, monetize its intellectual properties, enhancing opportunities to increase shareholder value. Carol Hochman and her team have done an exceptional job expanding this great brand and implementing a multi-channel distribution strategy in a markedly undercapitalized environment. In addition to providing working capital, Iconix marketing support will help complete the Company's vision for the Brand."
Danskin, Inc. (OTC:PK: DANS.PK) is a 125 year old iconic brand of women's active wear, leg wear, dance wear, yoga apparel and fitness equipment. The brand is sold through better department, specialty and sporting goods stores and through its own freestanding Danskin boutiques and its internet merchant site Danskin.com.
Contact: John A. Sarto
Executive Vice-President and Chief Financial Officer
Margaret B. Pritchard
SVP Business Development, General Counsel and Secretary
SOURCE Danskin, Inc.
John A. Sarto, Executive Vice-President and Chief Financial Officer, or Margaret B.
Pritchard SVP Business Development, General Counsel and Secretary both of Danskin,
According to its old share structure in their last SEC filing, the Outstanding Shares (OS) for DANS is 68,948,000 shares.
PAST DANS FILINGS
2/27/07 - ICONIX BRAND 8k Filing
ICONIX BRANDS WEB SITE