Common Stock, par value $0.01 per share Underwriting AgreementG Iii Apparel Group LTD /De/ • February 21st, 2007 • Apparel & other finishd prods of fabrics & similar matl • New York
Subject to the terms and conditions stated herein, (i) G-III Apparel Group, Ltd., a Delaware corporation (the “Company”), proposes to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 1,621,000 shares of common stock, par value $0.01 per share (“Common Stock”), of the Company, and (ii) certain stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) severally propose to sell to the Underwriters an aggregate of 3,379,000 shares of Common Stock, with each Selling Stockholder selling the number of shares set forth opposite such Selling Stockholder’s name in the column “Total Number of Firm Shares to be Sold” in Schedule II hereto (the shares referred to in clauses (i) and (ii) collectively, the “Firm Shares”). At the election of the Underwriters, the Company proposes to issue and sell, and certain Selling Stockholders propose to sell, subject to the terms and conditions stated herein, to the Underwriters up to 75
