MIRA INFORM REPORT

 

 

Report No. :

512218

Report Date :

01.06.2018

 

 

 

IDENTIFICATION DETAILS

 

Name :

FOX-WIZEL LTD.

 

 

Formerly Known As :

WIESEL TEXTILE MARKETING LTD.

 

 

Registered Office :

P.O. Box 76 6 Hermon Street Airport City Park Airport City 7019900

 

 

Country :

Israel

 

 

Financials (as on) :

31.03.2018 (Consolidated)

 

 

Year of Establishment :

1990

 

 

Legal Form :

Public Limited Company

 

 

Line of Business :

Subject is engaged in Designers, importers, manufacturers (via subcontractors in South East Asia), marketers, exporters and retailers of apparel and fashion accessories under the brand name “Fox” under 4 categories ("Fox Men", "Fox Women", "Fox Kids" and "Fox Baby"), as well as “Fox Home” (household products).

 

 

No. of Employees :

4,797

 

 

 

 

 

RATING & COMMENTS

(Mira Inform has adopted New Rating mechanism w.e.f. 23rd January 2017)

 

MIRA’s Rating :

A

 

Credit Rating

Explanation

Rating Comments

A

Acceptable Risk

Business dealings permissible with moderate risk of default

 

Status :

Satisfactory

 

 

Payment Behaviour :

No Complaints

 

 

Litigation :

Clear

 

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

 

 

ECGC Country Risk Classification List

 

Country Name

Previous Rating

(30.09.2017)

Current Rating

(31.12.2017)

Israel

B1

B1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low Risk

 

A2

Moderately Low Risk

 

B1

Moderate Risk

 

B2

Moderately High Risk

 

C1

High Risk

 

C2

Very High Risk

 

D

 


 

ISRAEL - ECONOMIC OVERVIEW

 

Israel has a technologically advanced free market economy. Cut diamonds, high-technology equipment, and pharmaceuticals are among its leading exports. Its major imports include crude oil, grains, raw materials, and military equipment. Israel usually posts sizable trade deficits, which are offset by tourism and other service exports, as well as significant foreign investment inflows.

 

Between 2004 and 2013, growth averaged nearly 5% per year, led by exports. The global financial crisis of 2008-09 spurred a brief recession in Israel, but the country entered the crisis with solid fundamentals, following years of prudent fiscal policy and a resilient banking sector. Israel's economy also weathered the 2011 Arab Spring because strong trade ties outside the Middle East insulated the economy from spillover effects.

 

Slowing domestic and international demand and decreased investment resulting from Israel’s uncertain security situation reduced GDP growth to an average of roughly 2.8% per year during the period 2014-17. Natural gas fields discovered off Israel's coast since 2009 have brightened Israel's energy security outlook. The Tamar and Leviathan fields were some of the world's largest offshore natural gas finds in the last decade. Political and regulatory issues have delayed the development of the massive Leviathan field, but production from Tamar provided a 0.8% boost to Israel's GDP in 2013 and a 0.3% boost in 2014. One of the most carbon intense OECD countries, Israel generates about 57% of its power from coal and only 2.6% from renewable sources.

 

Income inequality and high housing and commodity prices continue to be a concern for many Israelis. Israel's income inequality and poverty rates are among the highest of OECD countries, and there is a broad perception among the public that a small number of "tycoons" have a cartel-like grip over the major parts of the economy. Government officials have called for reforms to boost the housing supply and to increase competition in the banking sector to address these public grievances. Despite calls for reforms, the restricted housing supply continues to impact younger Israelis seeking to purchase homes. Tariffs and non-tariff barriers, coupled with guaranteed prices and customs tariffs for farmers kept food prices high in 2016. Private consumption is expected to drive growth through 2018, with consumers benefitting from low inflation and a strong currency.

 

In the long term, Israel faces structural issues including low labor participation rates for its fastest growing social segments - the ultraorthodox and Arab-Israeli communities. Also, Israel's progressive, globally competitive, knowledge-based technology sector employs only about 8% of the workforce, with the rest mostly employed in manufacturing and services - sectors which face downward wage pressures from global competition. Expenditures on educational institutions remain low compared to most other OECD countries with similar GDP per capita.

 

Source : CIA

 


Company name and address

 

FOX-WIZEL LTD.

 Telephone                             972 3 905 01 00

 Fax                                       972 3 905 02 06; 905 02 00

Email:                                    shahar@fox.co.il

P.O. Box 76

6 Hermon Street

AirPort City Park

AIRPORT CITY 7019900 ISRAEL

 

 

HISTORY & LEGAL FORMATION

 

Originally incorporated as a sole proprietorship in 1990.

Converted into a private limited company, registered as per file No. 51-215760-3 on the 01.06.1995.

Originally registered under the name WIESEL TEXTILE MARKETING LTD., which changed to the present name on 23.01.2002.

 

On 15.04.2002 published a prospectus offering shares to the public on the Tel Aviv Stock Exchange (raising a sum of NIS 48 million) and on 1.8.2002 converted into a public limited company (Registration number remain as before).

 

 

SHARE CAPITAL

 

Authorized share capital NIS 150,000.00, divided into: -

 15,000,000 ordinary shares of NIS 0.01 each,

of which 13,476,211 shares amounting to NIS 134,762.11 were issued.

 

 

SHAREHOLDERS

 

1.      WIZEL HOLDINGS A.Y.H LTD., 25%, equally owned by Harel (Eliezer) Wiesel, Iftach Wiesel and Assaf Wiesel*,

2.      Avraham Dov Fuchs (through TRICO FOX LTD.), 24.6%,

3.      YELIN LAPIDOT Group, PHOENIX AND EXCELLENCE - 3 institutional investors, holding some 8%, 7% and 1%, respectively,

4.      Shares are also traded on the Tel Aviv Stock Exchange.

 

*Note: Surname Wiesel may also be spelt Wizel

 

DIRECTORS

 

1.      Avraham Zeldman, Chairman,

2.      Harel Wiesel, General Manager,

3.      Avraham Dov Fuchs,

4.      Dani Rimoni,

5.      Alon Cohen,

6.      Ms. Osnat Ronen.

 

 

BUSINESS

 

Designers, importers, manufacturers (via subcontractors in South East Asia), marketers, exporters and retailers of apparel and fashion accessories under the brand name “Fox” under 4 categories ("Fox Men", "Fox Women", "Fox Kids" and "Fox Baby"), as well as “Fox Home” (household products).

Also operating stores under fashion brand names "American Eagle" "and "American Eagle Kids", "Aerie" ("AE" Brand), "The Children's Place", "Yanga", as well as "Nike" and "Mango" brand stores.

Also operates a retail chain "Laline" for ambiance and body care products of 108 local branches, plus 29 "Laline" concessionaire stores abroad, and 1 owned store – flagship shop 1535 Broadway NYC in New York, via US subsidiary.

In April 2018 subject signed an agreement to acquire 50% of SHILAV DIRECT MARKETING MOTHER'S HOME (hereafter SHILAV), Israel’s leading retail chain store for babies and children goods (see more in CHARACTER).

 

Sales are to subject's shops, to wholesalers, institutional organs, as well as to concessionaires overseas.

Manufacturing is carried out through some 20 suppliers and subcontractors abroad (though working mostly with 2 large subcontractors).

Major foreign supplier: WINGSRICH, Hong Kong/ China.

As of 31.03.2018, operating 318 branches in Israel, of which 182 "Fox" brands (including 43 stores of "Fox Home" brand and 29 combined "Fox" apparel and "Fox Home" stores); 42 branches of American Eagle apparel (including Aerie lingerie brand, and "American Eagle Kids" brand in store in store format), 44 “The Children's Place” shops, 49 “Mango” shops and 1 “Urban Outfitters” shop.

 

Operating via concessionaires 125 retail stores and Points of Sale abroad under the name "Fox" and "F&X" in 11 countries.

 

In addition, via its subsidiaries, market clothes and fashion accessories under the brand names "Yanga" shoe brands (24 shops), “Retailors” (19 NIKE shoes shops + 17 “Footlocker” shops), “Billy House” (38 shops) and "Sack's" (19 shops).

 

Advertising agency: GITAM BBDO.

 

Operating from rented premises (headquarters and offices, warehouse and logistics center), on an area of 15,680 sq. meters (12,600 sq. meters built), in 6 Hermon Street, Fox House, Airport City Park (near Ben Gurion Airport, Lod), from Logistics center in Modi'in, and from shops nationwide - as of 31.12.2017, a total of some 540 rented shops, including combined shops, situated mainly in shopping malls and centers.

Note: some stores are combined stores which are considered 2 stores.

Landlord in Airport City: TNUVOT KESHET.

 

There are 4,797 employees in subject itself (had 4,409 employees in the end of 2016). Having 6,670 employees in the Group as of end of 2017 (had 6,491 employees in the end of 2016).

 

 

MEANS

 

In June 2006 subject issued bonds to the public through the Tel Aviv Stock Exchange, raising a sum of NIS 70 million. In December 2008 subject announced on self-purchase of its bonds (issued May 2006) up to total of NIS 10 million.

 

There are 7 charges for unlimited amounts registered on the company's assets, in favor of Bank Leumi Le’Israel Ltd. and Bank Hapoalim Ltd. Charges are on the Company's open credit cards balances, in lien to credit frameworks given (last charge placed December 2014).

 

 

Financials

 

Consolidated B/S shows:

 

                                                                                              NIS (thousands)

ASSETS                                                                      31.03.2018             31.12.2017

Current assets:

  Cash and cash equivalents                                                206,613                  217,614

  Short term investments & financial assets                          232,477                  195,333

  Customers                                                                        186,798                  134,383

  Other debtors                                                                     76,326                    66,124

  Stock                                                                               327,331                  293,695

                                                                                       1,029,545                  907,149

 

Non-current assets:

  Investments in affiliated companies                                   152,858                  169,258

  Fixed assets (net)                                                             282,625                  272,169

  Other non-current assets                                                    172,575                  146,698

                                                                                          608,058                  588,125

                                                                                       1,637,603               1,495,274

                                                                                      ========             ========

 

LIABILITIES

Current liabilities                                                                  576,699                  455,876

Non-current liabilities                                                           376,786                  383,618

Equity                                                                                 648,118                  655,780

                                                                                       1,637,603               1,495,274

                                                                                                     

Current market value US$ 276.2 million.

 

REVENUES

                                                             Consolidated Statement of Income

                                                                             NIS (thousands)

                                                                           Year ended in 31.12

                                                               2015                20165              2017

Sales                                                    1,322,427         1,463,611         1,619,421

Gross profit                                             750,257            832,928            927,758

Operating income                                       68,024              95,536            116,267

Pre-tax income                                           65,624              86,964              94,690

Net income                                                54,681              66,032              75,887

                                                           ========       ========       ========

 

Consolidated revenues for the first 3 months of 2018 were NIS 424,774,000 (21.5% increase compared to the parallel period in 2017), making a gross profit of NIS 239,017,000, an operating income of NIS 19,048,000, and a net income of NIS 15,688,000.

 

 

OTHER COMPANIES

 

FOX-WIZEL CHINA LTD., 100%, a subsidiary in China.

BILLY HOUSE LTD. ("Billabong Israel"), 50%, agents and marketers of Billabong surfing apparel and goods.

FOX WIZEL (BVI) LTD., 100%.

YANGA LTD., 50%, operating a retail fashion chain.

RETAILORS LTD., 90%, operating 19 Nike shops and 17 Footlocker shops, fully owns RETAILORS SPORTS INC., Canada.

FWS RETAIL LTD., 100%, operating the 'American Eagle' brand shops.

A.H. FASHION MANUFACTURE AND MARKETING 3020 LTD. (known as "Sack's"), 50%.

LALINE CANDLES AND SOAPS LTD., 50%, manufacturers and marketers of home care and body care products and accessories, including soaps, candles, body care items, toiletries, ambiance products, etc. Fully owns LALINE US HOLDINGS INC., operating Laline shop in New York, fully owns LALIN LLC.

TERMINAL X ONLINE LP, 56.25%, established January 2017, operates the Group’s online sales.

 

U.F.A.RETAIL LTD., 80%, operating 1 “Urban Outfitters” shop,

WIZEL REAL ESTATE A.Y.H. 1999 LTD.

 

WIZEL HOLDINGS A.Y.H LTD., a private limited company (registration

No. 51-285821-8).

TRICO FOX LTD., a private limited company (registration No. 51-062111-3).

 

 

 

BANKERS

 

Bank Leumi Le’Israel Ltd., Principal Branch Tel Aviv (No. 800), Tel Aviv.

 

 

CHARACTER AND REPUTATION

 

In February 2010 a motion was submitted to the court for the approval as a class action lawsuit against subsidiary LALINE, for NIS 109 million, which ended in compromise in September 2014, in which LALINE will provide compensation (via discount and increased package size) in volume of NIS 2.5 million.

 

In October 2017 a motion was submitted for approval as class action lawsuits against subject for NIS 4 million claiming it is difficult to be taken off member list.

In December, 2 motions were submitted for their approval as class action lawsuits against subject, one for NIS 13.2 million (claiming misleading sizes) and the other for NIS 54.3 million (misleading discount advertising). In March 2018, a motion for class action lawsuit filed against subject, also related to the members’ club issue.

It should be noted that the procedure for such claims to be approved are usually long and in most cases eventually turned down.

 

In February 2016 subject reported that in the process of preparing 50% subsidiary LALINE's 2015 annual statements, inaccuracies were found regarding the stock and customers articles, between 2011 and Q3-2015. This may decrease subject's profit from held companies up to NIS 5.5 million for that period (out of NIS 356.7 million net profit for the period). Matter is currently in preliminary checking, and subject will update its findings.

 

Apart from that, nothing unfavorable learned.

 

FOX – WIZEL is a leading vendor in fashion wear for women, men and kids in Israel. According to a report from November 2017, subject’s Group is among the 3 largest apparel retail Groups, holding a 9% market share in the local market.

Since 2005/6 subject (via concessionaires) also began expansion into the Eastern and Central European markets, starting with Bulgaria and Romania, as well as to the Far East (Singapore, Thailand). Since 2007/8 also expanded to Panama and Canada (later Canadian activities were closed). Since 2009 subject opened stores in Puerto Rico and expanded to other countries.

 

In 2006 subject acquired 50% of BILLY HOUSE LTD. ("Billabong Israel"), agents and marketers of "Billabong" and "Rif" surfing apparel and goods in Israel since 1999, in consideration of NIS 19.5 million, in cash.

 

In 2007, subject completed the acquisition of 50% of LALINE CANDLES AND SOAPS LTD. and LALINE INTERNATIONAL LTD., manufacturers and marketers of candles and soaps, in consideration of NIS 12.87 million, in cash.

In March 2018 the negotiations for the sale of 25% of LALIN by the other shareholders filed (in the deal, subject was supposed to acquire an additional 1% on hold 51% of LALIN).

 

In 2007, subject acquired 50% of fashion retail store in chain (then, 4 boutiques) Sack's (company name is A.H. FASHION MANUFACTURE AND MARKETING 3020 LTD.), for NIS 24.6 million. Sack's manufactures and markets women fashion to wholesalers, on top of the retail stores.

 

In July 2010 subject signed an agreement with American AEO MANAGEMENT CO. to be the sole local representatives of "American Eagle" and "Aerie" brands.

In April 2015 FOX-WIZEL established FWS RETAIL, to which it transferred its AE brand activities. In May 2015 FOX-WIZEL sold 50% of FWS to AMERICAN EAGLE for US$ 12.6 million.

In May 2015, 4 AE retail stores were opened with an investment of NIS 5 million.

 

In 2010 subject entered a new segment under the brand name “Fox Home” for home textile and accessories. The household products market is estimated at NIS 1 billion annually and is considered saturated and highly competitive.

 

In July 2013 subject received the franchise of the children's apparel brand "The Children's Place".

 

In May 2014 subject reported it received the representation of CHARLES & KEITH INTERNATIONAL (C&K) to open a retail chain store for women's shoes, bags and accessories. Estimated investment for the first 8 years is NIS 30 million, all from subject's own resurces. In February 2015 subject launced the first 2 shops.

During 2017 and beginning of 2018 subject closed all its "Charles & Keith" shops (16 branches in total).

 

In August 2014 subject acquired from Nir Horovitz and Meital Young 50% of YANGA LTD., operating a retail fashion chain of 7 branches for NIS 9 million.

 

In August 2014 subject received from NIKE a non-exclusive representation, to open NIKE chain store. According to a report from December 2014, subject intends to invest NIS 30 million, of which NIS 20 million from acquisition of stores of current franchisers (in December 2014 subject acquired 4 shops for NIS 8.9 million + payment for stock from franchiser VENDOME FASHION). Additional NIS 10 million will be from opening new stores.

In March 2015 subject purchased 90% of RETAILORS, which owns 5 Nike shops.

In April 2016 RETAILORS received from NIKE CANADA a license to open a NIKE retail chain in Canada. According to a report from April 2014, an initial investment of NIS 15 million will be made, and activities will be carried out via fully owned Canadian company CANCO.

In October 2017 subject received the representation of NIKE in Canada for 7 years, intending to open 7 brand shops by the end of 2018. According to a report, subject will invest US$ 5 million in its first store.

 

In September 2014 subject signed an agreement to acuire the fashion chain MANGO (operating 29 shops) from ELBIT IMAGING, for NIS 35 million, following an agereement with PUNTO of Spain (owner of MANGO brand) paying it NIS 3 million for the franchise. Deal was completed in January 2015.

 

In April 2015 subject established FWS RETAIL, to which it transferred its AE brand activities. In May 2015 subject sold 50% of FWS to AMERICAN EAGLE for US$ 12.6 million.

 

In January 2016 FOX opened its flag store in Manhattan, New York, with an investment of US$ 2.5 million.

 

In March 2016 subsidiary BILLY HOUSE LTD sold its holdings (66.7%) in MARCHA BALERINA LTD. (import and marketing of shoes), which operated to that date 11 points of sales for NIS 2.3 million. FOX Group still provides MARCHA logistics and distribution services.

 

In March 2016 subject established "American Eagle Kids" subchain, operating as store in "American Eagle" store business model, launching 11 branches at once, investing US$ 350,000.

 

In October 2016, 90% subsidiary RETAILORS received the representation of leading international FOOT LOCKER Chain, to establish a retail chain with investment of NIS 30 million in 5 years. First shops opened in 2017. In addition, the Group won the Israel Airport Authority tender to operate a duty-free shop in the Ben Gurion Intl. Airport, which will be the chain's flagship store.

 

In September 2017 FOX reported that it signed 3 representation agreements with URBAN OUTFITTERS INC., of USA, to operate URBAN OUTFITTERS retail brands shops (“Urban Outfitters”, “Free People” and “Anthropologie”), via a new established subsidiary, 80% held by FOX. In April 2018 subject launched the first branch in Ashdod.

 

In January 2017 subject, together with partner, established TERMINAL X ONLINE, limited partnership, as FOX Group’s online sales platform (all the Group's goods), based on the sales know-how by AMERICAN EAGLE. The “Terminal X” online sales platform was launched in November 2017, with investment of NIS 40 million. In March 2018 the entrance of a 3rd partner (SMILE – operating an online platform) to TERMINAL X was completed, in which smile will provide advertising rights in volume of NIS 50 million. Consequently, subject’s holdings in TERMINAL X decreased from 75% to current holding.

 

In January 2018, subject signed an agreement with credit card company LEUMI CARD (VISA), for establishing and operating a joint members’ club, which include issuing a non-banking credit card to the members, with benefits. FOX’s members’ club has 1.4 million members. Subject is expected to gain NIS 165 million from LEUMI CARD in 10 years period.

 

In April 2018 subject signed an agreement to acquire 50% of SHILAV, Israel’s leading retail chain store for babies and children goods, operating 74 branches, and its sister company SHESEK SUPPLYERS SERVICES FOR THE MOTHER INFANT (importers of SHILAV goods) for NIS 37.5 million. Deal is awaiting final approvals.

 

The local fashion market has been significantly influenced by the entrance of new international fashion players to the already highly competitive local market.

After many years of growth, since the 2nd half of 2017, sources in the branch report on significant slow-down in sales and drop in revenues. That results also in closure of branches and collapse of few retail chains. Besides the fact that the winter season remains relatively dry, the reasons are the fierce competition, the constant increase in online sales, as well as the rise in shopping overseas by Israelis travelling abroad.

According to a report from November 2017, the Israelies acquired fashion products in 2017 in volume of NIS 19 billion, of which NIS 15 billion via local retail stortes, NIS 2.9 billion via online purchasing and NIS 1.1 billion were purchased in shopping abroad. The fashion chains hold 74% of the loacl fashion market, and the 7 largest retail fashion groups hold 41% of the loacl market (remainign 26% via private retail stores). 

 

 

From RIS data, a firm that measures revenues from sales of 2,700 shops in Israel, a 9% decrease in number of fashion stores was noticed in 2016 compared to 2015 (mainly as large chains unified shops and sub-brands, significantly cutting costs in view of the intensifying competition), yet overall sales rose by 1.43% from 2015 despite the lowre number of shops. Still, the rise in sales was lower than the growth rate in population (2%).

The trend in 2017 apperas to be similar to 2016, though the main finding is the weakening of the international chains (e.g. H&M), besides ZARA Group, while Israeli chains maintain stability, some even rise with sales.

 

According to the Central Bureau of Statistics (CBS), import of Clothing and Footwear in 2017 dropped slightly (0.3%) compared to 2016, summing up to NIS 7,996 million (in NIS terms, rose by 6.3% in $ terms). This comes after rises in the last years: in 2016, 2015 and 2014 import rose by 3.7%, 4.2% and by 8.3% (in NIS terms), respectively from the previous years.

Chinese production comprises the largest portion of imported textile goods followed by France, Italy, Hong Kong and Turkey. The increase in imports emanates from the exposure to foreign markets policy by the State.

 

From the CBS National Accounts for 2017 on consumption expenditure of households in the domestic market, it turns that expenditure on semi-durable goods rose by 6.4% from 2016 (after rising by 4.4% in 2016 and 1.2% in 2015), and included expenditure on Clothing and Footwear, which climbed by 6.1% (after 3.2% rise in 2016 and 1.4% rise in 2015).

 

 

SUMMARY

 

Good for trade engagements.


 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

INR 67.45

UK Pound

1

INR 89.79

Euro

1

INR 78.79

ILS

1

INR 18.86

 

Note : Above are approximate rates obtained from sources believed to be correct

 

 

INFORMATION DETAILS

 

Analysis Done by :

PRI

 

 

Report Prepared by :

DNS

 


 

RATING EXPLANATIONS

 

Credit Rating

Explanation

Rating Comments

A++

Minimum Risk

Business dealings permissible with minimum risk of default

A+

Low Risk

Business dealings permissible with low risk of default

A

Acceptable Risk

Business dealings permissible with moderate risk of default

B

Medium Risk

Business dealings permissible on a regular monitoring basis

C

Medium High Risk

Business dealings permissible preferably on secured basis

D

High Risk

Business dealing not recommended or on secured terms only

NB

New Business

No recommendation can be done due to business in infancy stage

NT

No Trace

No recommendation can be done as the business is not traceable

 

NB is stated where there is insufficient information to facilitate rating. However, it is not to be considered as unfavourable.

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors are as follows:

 

·         Financial condition covering various ratios

·         Company background and operations size

·         Promoters / Management background

·         Payment record

·         Litigation against the subject

·         Industry scenario / competitor analysis

·         Supplier / Customer / Banker review (wherever available)

 

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This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.