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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
INTER PARFUMS, INC.
(Name of Issuer)
COMMON STOCK,
PAR VALUE $0.001 PER SHARE
(Title of Class of Securities)
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472154301
(Cusip Number)
Bernard Kuhn
LVMH Moet Hennessy Louis Vuitton S.A.
30, avenue Hoche
75008 Paris
France
Tel. (331) 44-13-22-22
Fax: (331) 45-61-18-74
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
July 28, 1999
(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box: [ ]
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<PAGE>
SCHEDULE 13D
CUSIP No. 472154301 Page 2 of 11 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
LVMH Moet Hennessy Louis Vuitton S.A.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) |X|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
France
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7 SOLE VOTING POWER
467,400
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8 SHARED VOTING POWER
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH 0
REPORTING PERSON WITH ---------------------------------------------
9 SOLE DISPOSITIVE POWER
467,400
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
467,400
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.3%
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
SEC 1746 (9-88) 2 of 7
<PAGE>
Item 1. Security and Issuer.
This statement is filed in respect of the shares of Common Stock, par
value $0.001 per share (the "Common Shares"), of Inter Parfums, Inc. (formerly
known as Jean Philippe Fragrances, Inc.), a Delaware corporation (the
"Issuer"), whose principal executive offices are located at 551 Fifth Avenue,
New York, NY 10176.
Item 2. Identity and Background.
The person filing this statement is LVMH Moet Hennessy Louis Vuitton S.A.,
a French societe anonyme ("LVMH"), whose principal business office is located
at 30, avenue Hoche, 75008 Paris, France. The business of LVMH is the ownership
of interests in companies in the luxury products and wines and spirits sectors.
The names, addresses, occupations and citizenship of the executive officers and
directors of LVMH are set forth on Annex A hereto.
LVMH holds the Common Shares through Sofidiv Inc., a Delaware corporation
("Sofidiv Inc."), whose principal business office is located at Two Park
Avenue, Suite 1830, New York NY 10016. The business of Sofidiv Inc. is the
ownership of interests in, or the ownership of interests in funds that invest
in, companies principally active in the distribution of luxury goods and other
products. Sofidiv Inc. is a wholly-owned subsidiary of LVMH Moet Hennessy Louis
Vuitton Inc., a Delaware corporation ("LVMH Inc.") whose principal business
office is located at Two Park Avenue, Suite 1830, New York NY 10016. The
business of LVMH Inc. is the ownership of interests in companies principally
active in the luxury goods business and the distribution of luxury products,
outside of France. LVMH Inc. is a wholly-owned subsidiary of Sofidiv, a French
societe anonyme ("Sofidiv"), whose principal business office is located at 30,
avenue Hoche, 75008 Paris, France. LVMH owns 99.99% of Sofidiv. The business of
Sofidiv is the ownership of interests in companies active in, or owning
interests in companies active in, the luxury goods business, particularly
outside of France. The names, addresses, occupations and citizenship of the
executive officers and directors of each of Sofidiv Inc., LVMH Inc. and Sofidiv
are set forth on Annex A hereto.
Financiere Jean Goujon S.A. ("FJG"), a French societe anonyme whose
principal office and business is located at 11, rue Francois ler, 75008 Paris,
France, owns approximately 40.75% of LVMH's share capital, representing
approximately 57.45% of the voting rights of LVMH and may be deemed to control
LVMH. The principal business of FJG is the ownership of interests in companies
active in the luxury products and wine and spirits sectors. FJG is a
wholly-owned subsidiary of Christian Dior S.A., a French societe anonyme
("Christian Dior") whose principal office and business is located at 30, avenue
Montaigne, 75008 Paris, France. Christian Dior's principal business is the
ownership of interests in companies active in, or owning interests in companies
active in, the luxury products and wine and spirits sectors. Christian Dior is
indirectly controlled by Financiere Agache, a French societe anonyme
("Financiere Agache") whose principal office and business is located at 11, rue
Francois ler, 75008 Paris, France. Financiere Agache's principal business is
the ownership of interests in companies active in, or owning interests in
companies active in, the retailing business and the luxury products and wine
and spirits sectors. Financiere Agache is itself indirectly controlled by Mr.
Bernard Arnault (together with certain members of his family). Bernard Arnault
is Chairman of the Board of Directors and Chief Executive Office of each of
LVMH and Christian Dior. The names, addresses, occupations and citizenship of
the executive officers and directors of each of FJG, Christian Dior and
Financiere Agache are set forth on Annex A hereto.
Neither LVMH, nor to the best of its knowledge, any of Sofidiv Inc., LVMH
Inc., Sofidiv, FJG, Christian Dior or Financiere Agache, or any of LVMH's,
Sofidiv Inc.'s, LVMH Inc.'s, Sofidiv's, FJG's, Christian Dior's or Financiere
Agache's respective executive officers and directors listed on Annex A hereto
has, during the past five years, been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) or been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to, Federal or State securities laws or finding any
violation with respect to such laws.
Page 3 of 10
<PAGE>
Item 3. Source and Amount of Funds.
The aggregate purchase price for the Common Shares was $4,215,214. Such
price was funded through internally generated funds of LVMH.
Item 4. Purpose of Transaction.
LVMH views the Issuer's business as complementary to its own portfolio,
and has acquired the Common Shares for investment purposes. LVMH intends to
enter into formal negotiations with management of the Issuer and with the two
majority shareholders of the Issuer (Jean Madar and Philippe Benacin)
concerning a potential increase of LVMH's stake to a significant minority. LVMH
would only increase its participation on a friendly basis concurrent with the
execution of a customary agreement in connection with a strategic minority
investment (including a standstill agreement). Depending on market and other
conditions, LVMH may from time to time acquire additional Common Shares if such
Common Shares become available at prices that are attractive to it. On the
other hand, depending on market and other conditions, LVMH may from time to
time dispose of all or a portion of the Common Shares that it now owns or may
hereafter acquire. Except as set forth above, LVMH has no plan or proposals
which relate to or would result in any of the transactions described in
subparagraphs (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
(a) - (b) LVMH beneficially owns, through Sofidiv Inc., an aggregate of
467,400 Common Shares representing 6.3% of the outstanding Common Shares (based
upon the number of outstanding shares set forth in the Issuer's most recent
document filed with the SEC). To the best of LVMH's knowledge, none of the
other persons named in Item 2 is the beneficial owner of any of the Common
Shares, except to the extent that any such person may be deemed to be the
beneficial owner of Common Shares owned by LVMH.
(c) Except as set forth in this statement, neither LVMH nor, to the best
knowledge of LVMH, any of the persons named in response to Item 2 or listed on
Annex A, has effected any transaction in the Common Shares during the 60 days
prior to the date hereof.
The following purchases were effected through the Nasdaq Stock Market on
behalf of LVMH and Sofidiv Inc.:
Date: Aggregate Number of Shares Average Price per Share
June 3, 1999 60,000 $8.60
July 19, 1999 100,000 $10.25
July 27, 1999 20,000 $9.50
July 28, 1999 11,000 $9.50
July 28, 1999 100,000 $10.75
(d) - (e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
Except as set forth in this statement, neither LVMH nor, to the best
knowledge of LVMH, any of the persons named in response to Item 2 or listed on
Annex A, has any contract, arrangement, understanding or relationship (legal or
otherwise) with any person with respect to any securities of the Issuer.
Item 7. Exhibits.
Not Applicable
Page 4 of 10
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
August 5, 1999
--------------------------------
(Date)
/s/ Bernard Kuhn
--------------------------------
(Signature)
Bernard Kuhn
Director
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(Name/Title)
Page 5 of 10
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ANNEX A
EXECUTIVE OFFICERS AND DIRECTORS
The names of the members of the boards of directors and Executive Officers
of LVMH, Sofidiv Inc., LVMH Inc., Sofidiv, FJG, Christian Dior and Financiere
Agache and their present principal occupations are set forth below. Unless
otherwise indicated, each individual is a citizen of the French Republic and
the business address of each person is the address of the respective company
with which such person is associated.
1. LVMH MOET HENNESSY LOUIS
VUITTON S.A.
30, avenue Hoche
75008 Paris, France
<TABLE>
Name and Position Held Principal Occupations
- ------------------------------------------------- -------------------------------------------------------
<S> <C>
Bernard Arnault Chairman and CEO of LVMH,
- Director; Chairman and CEO Chairman and CEO of Christian Dior S.A.
- Executive Committee member
Antoine Bernheim Partner of Lazard Freres & Cie
- - Director; Vice-Chairman 121, boulevard Haussmann, 75008 Paris
Jean Arnault Director of Financiere Agache
- - Director
Nicolas Bazire Managing Director, Groupe Arnault S.A.
- - Director
- - Executive Committee member, Development and
Acquisitions
Nicholas Clive Worms Partner of Worms & Cie
- - Director 55, rue de la Boetie, 75008 Paris
Michael Francois-Poncet Chairman of the Supervisory Board of Cie Financiere de
- - Director Paribas
3, rue d'Antin, 75002 Paris
Pierre Gode Chairman and CEO of Louis Vuitton
- - Director 54, avenue Montaigne, 75008 Paris
- - Executive Committee member, Administration Chairman and CEO of Financiere Agache
Cornelius van Hen Hoeven Chairman and CEO of Royal Ahold
- - Director Netherlands
Dutch citizen
Gilles Hennessy Member of the Executive Board of JA Hennessy & Co.
- - Director (France)
1, rue de la Richonne, 16101 Cognac Cedex
Jean Peyrelevade Chairman and CEO of Credit Lyonnais
- - Director 19, boulevard des Italiens, 75002 Paris
Page 6 of 10
<PAGE>
Albert Frere Chairman and CEO of Frere-Bourgeois
- - Director 12, rue de la Blanche
Belgian citizen Borne 6280 Loverval, Belgium
Jean-Marie Messier Chairman and CEO of Vivendi
- - Director 42, avenue de Friedland, 75008 Paris
Sir Charles David Powell Director of Matheson & Co. Ltd.
- - Director 3 Lombard Street, London EC3V 9AQ England
British citizen
Yves Carcelle Chairman and CEO of Louis Vuitton Malletier
- - Executive Committee member, Fashion, Travel
and Leather Goods
Patrick Choel CEO of LVMH Fragrances and Cosmetics
- - Executive Committee member, Fragrances and
Cosmetics
Pierre-Mathieu Duhamel Company Secretary of LVMH
- - Executive Committee member, Company
Secretary
Patrick Houel CFO of LVMH
- - Executive Committee member, Finance
Concetta Lanciaux Senior Vice President of LVMH, Human Resources
- - Executive Committee member, Human Resources
Pierre Letzelter Chairman and CEO of Moet Hennessy
- - Executive Committee member, Wines and Spirits
Daniel Piette Executive Vice President of LVMH
- - Executive Committee member, LV Capital
Bernard Rolley Senior Vice President of LVMH
- - Executive Committee member, Operations
Myron Ullman Managing Director of LVMH
- - Executive Committee member, Group Managing
Director
- -U.S. citizen
2. SOFIDIV INC.
Two Park Avenue, Suite 1830
New York, NY 10016, U.S.
Name and Position Held Principal Occupations
- ------------------------------------------------- -------------------------------------------------------
Patrick Houel CFO of LVMH
- - Director
Page 7 of 10
<PAGE>
Bruce G. Ingram Senior Vice President and CFO of LVMH Inc.
- -Director and President
- -U.S. citizen
Anna Hayes Levin Vice President, Legal Affairs, of LVMH Inc.
- -Secretary
- -U.S. citizen
Michael T. Folkman Vice President, Taxes, of LVMH Inc.
- -Executive Officer
- -U.S. citizen
3. LVMH MOET HENNESSY LOUIS VUITTON INC.
Two Park Avenue, Suite 1830 New York, NY 10016, U.S.
Name and Position Held Principal Occupations
- ------------------------------------------------- -------------------------------------------------------
Pierre Gode Chairman and CEO of Louis Vuitton
- - Director 54, avenue Montaigne, 75008 Paris
- - President Chairman and CEO of Financiere Agache
Patrick Houel CFO of LVMH
- - Director
Daniel Piette Executive Vice President of LVMH
- - Director
Bruce G. Ingram Senior Vice President and CFO of LVMH Inc.
- -Executive Officer
- -U.S. citizen
Anna Hayes Levin Vice President, Legal Affairs, of LVMH Inc.
- -Secretary
- -U.S. citizen
Michael T. Folkman Vice President, Taxes, of LVMH Inc.
- -Executive Officer
- -U.S. citizen
4. SOFIDIV 30, avenue Hoche 75008 Paris, France
Name and Position Held Principal Occupations
- ------------------------------------------------- -------------------------------------------------------
Patrick Houel CFO of LVMH
- - Director; Chairman and CEO
Pierre Gode Chairman and CEO of Louis Vuitton
- - Director 54, avenue Montaigne, 75008 Paris
Chairman and CEO of Financiere Agache
Page 8 of 10
<PAGE>
Daniel Piette Executive Vice President of LVMH
- - Director
5. FINANCIERE JEAN GOUJON S.A.
11, rue Francois 1er
75008 Paris, France
Name and Position Held Principal Occupations
- ------------------------------------------------- -------------------------------------------------------
Pierre Gode Chairman and CEO of Louis Vuitton
- - Director; Chairman 54, avenue Montaigne, 75008 Paris
Chairman and CEO of Financiere Agache
Denis Dalibot Managing Director of Financiere Agache
- - Director
Michel Liagre General Counsel of Financiere Agache
- - Director
Christian Dior S.A., 30, avenue Montaigne, 75008 Paris
represented by Pierre Mathieu Duhamel
- - Director
Bernard Arnault Chairman and CEO of LVMH,
- - Director Chairman and CEO of Christian Dior S.A.
6. CHRISTIAN DIOR S.A.
30, avenue Montaigne
75008 Paris, France
Name and Position Held Principal Occupations
- ------------------------------------------------- -------------------------------------------------------
Bernard Arnault Chairman and CEO of LVMH,
- - Director; Chairman and CEO Chairman and CEO of Christian Dior S.A.
Eric Guerlain 42 Berquelay Square, London W1X SDB, England
- - Director; Vice-Chairman
France Participations et Gestion, 23 rue de l'Arcade, 75008 Paris
represented by Antoine Bernheim
- - Director
Christian de Labriffe Partner of Rothschild & Cie
- - Director 17, avenue Matignon, 75008 Paris
Financiere Agache 11, rue Francois 1er, 75008 Paris
represented by Pierre Gode
Page 9 of 10
<PAGE>
Raymond Wibaux Chairman of Financiere Joire Pajot Martin
- - Director 276, avenue de la Marne, 59700 Marcq-en-Baroeul
7. FINANCIERE AGACHE
11, rue Francois 1er
75008 Paris, France
Name and Position Held Principal Occupations
- ------------------------------------------------- -------------------------------------------------------
Pierre Gode Chairman and CEO of Louis Vuitton
- - Director; Chairman 54, avenue Montaigne, 75008 Paris
Denis Dalibot Managing Director of Financiere Agache
- - Director
Groupe Arnault S.A., 41, avenue Montaigne, 75008 Paris
represented by Bernard Arnault
- - Director
Jean Arnault Director of LVMH and of Financiere Agache
- - Director 30, avenue Hoche, 75008 Paris
France Participations et Gestion, 7-9, boulevard Haussmann, 75008 Paris
represented by Antoine Bernheim
- - Director
Montaigne Finance, 41, avenue Montaigne, 75008 Paris
represented by Pierre Mathieu Duhamel
- - Director
</TABLE>
Page 10 of 10
