PVH CORP. Underwriting AgreementUnderwriting Agreement • December 7th, 2012 • PVH Corp. /De/ • Men's & boys' furnishgs, work clothg, & allied garments • New York
PVH Corp., a Delaware corporation (the “Company”), proposes to issue and sell $700.0 million aggregate principal amount of its 4.500% Senior Notes due 2022 (the “Notes”) to the several underwriters named on Schedule I hereto (the “Underwriters”), for which Barclays Capital Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and RBC Capital Markets, LLC are acting as representatives (the “Representatives”). The Notes will (i) have terms and provisions which are summarized in the Disclosure Package as of the Applicable Time and the Prospectus dated as of the date hereof (each as defined in Section 1(a) hereof), (ii) be issued pursuant to an Indenture, dated as of December 20, 2012 (the “Indenture”), between the Company and U.S. Bank National Association, as Trustee (the “Trustee”). This agreement (this “Agreement”) is to confirm the agreement concerning the purchase of the Notes from the Company by the Underwriters.
