SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 1 TO CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 1, 2004
MOVADO GROUP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
NEW YORK 0-22378 13-2595932
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification Number)
650 FROM ROAD
PARAMUS, NEW JERSEY 07652
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (201) 267-8000
NOT APPLICABLE
(Former name or former address, if changed since last report)
This Amendment No. 1 amends the Current Report on Form 8-K of Movado Group, Inc.
("Movado") filed with the Securities and Exchange Commission on March 15, 2004
in connection with the consummation on March 1, 2004 of Movado's acquisition
from LVMH Moet Hennesy Louis Vuitton of the Ebel business ("Ebel"), except for
Ebel in Germany which Movado currently expects to complete on or about June 15,
2004. The audited combined financial statements of Ebel provided under Item 7(a)
below and the pro forma financial information provided under Item 7(b) below
include Ebel in Germany.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial statements of business acquired.
The audited combined financial statements as of December 31, 2003, 2002 and 2001
and for each of the three years in the period ended December 31, 2003 of Ebel,
including the notes thereto and the report of independent auditors.
(b) Pro forma financial information.
Pro forma financial information of Movado and Ebel as follows: (i) unaudited pro
forma combined balance sheet for Movado and Ebel at January 31, 2004; (ii)
unaudited pro forma combined statement of operations of Movado and Ebel for the
year ended January 31, 2004; and (iii) notes to such unaudited pro forma
combined financial information.
(c) Exhibits:
Exhibit No. Description
----------- -----------
2.1 Share Purchase and Transfer of Assets and
Liabilities Agreement, dated December 22, 2003
(incorporated by reference to Exhibit 2.1 to
Movado's Current Report on Form 8-K filed on
March 15, 2004 (File No. 0-22378))
2.2 Amendment, dated March 1, 2004 (incorporated by
reference to Exhibit 2.2 to Movado's Current
Report on Form 8-K filed on March 15, 2004 (File
No. 0-22378))
23.1 Consent of Ernst & Young Ltd.
99.1 Press Release, dated March 1, 2004 (incorporated
by reference to Exhibit 99.1 to Movado's Current
Report on Form 8-K filed on March 15, 2004 (File
No. 0-22378))
99.2 The audited combined financial statements as of
December 31, 2003, 2002 and 2001 and for each of
the three years in the period ended December 31,
2003 of Ebel, including the notes thereto and the
report of independent auditors.
99.3 Pro forma financial information of Movado and
Ebel as follows: (i) unaudited pro forma combined
balance sheet for Movado and Ebel at January 31,
2004; (ii) unaudited pro forma combined statement
of operations of Movado and Ebel for the year
ended January 31, 2004; and (iii) notes to such
unaudited pro forma combined financial
information.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MOVADO GROUP, INC.
Date: May 17, 2004 By: /s/ Timothy F. Michno
------------------------------
Name: Timothy F. Michno
Title: General Counsel and
Secretary
EXHIBIT INDEX
2.1 Share Purchase and Transfer of Assets and
Liabilities Agreement, dated December 22, 2003
(incorporated by reference to Exhibit 2.1 to
Movado's Current Report on Form 8-K filed on
March 15, 2004 (File No. 0-22378))
2.2 Amendment, dated March 1, 2004 (incorporated by
reference to Exhibit 2.2 to Movado's Current
Report on Form 8-K filed on March 15, 2004 (File
No. 0-22378))
23.1 Consent of Ernst & Young Ltd.
99.1 Press Release, dated March 1, 2004 (incorporated
by reference to Exhibit 99.1 to Movado's Current
Report on Form 8-K filed on March 15, 2004 (File
No. 0-22378))
99.2 The audited combined financial statements as of
December 31, 2003, 2002 and 2001 and for each of
the three years in the period ended December 31,
2003 of Ebel, including the notes thereto and the
report of independent auditors.
99.3 Pro forma financial information of Movado and
Ebel as follows: (i) unaudited pro forma combined
balance sheet for Movado and Ebel at January 31,
2004; (ii) unaudited pro forma combined statement
of operations of Movado and Ebel for the year
ended January 31, 2004; and (iii) notes to such
unaudited pro forma combined financial
information.
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