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Dov Charney’s Pay at American Apparel Rises

Stock options tied to EBITDA and stock performance in coming years.

Dov Charney

American Apparel Inc. chief executive officer Dov Charney saw the cash portion of his 2012 compensation grow nearly a third to $2 million as the Los Angeles-based vertical retailer boosted sales and reduced losses and inventories last year.

The fate of his stock awards, however, will rest with shareholders until the annual meeting this summer.

Charney, chairman, ceo and a director of the firm, pulled in $800,000 in salary last year, up 6.7 percent from $750,000 in 2011, and qualified for $1.2 million in a cash bonus, 59.2 percent more than the $754,000 granted in the prior year.

Gains in total compensation were less modest. It grew to $14.5 million, a 24.9 percent increase over the $11.6 million reported for 2011.

The largest share of that money comes from stock awards totaling $12.5 million, a 23.7 percent increase from the $10.1 million reported in 2011, and many things will have to go right for Charney to receive those shares, which are reported at “grant date fair value” to the Securities and Exchange Commission.

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The largest part of that total, $6.9 million, would only be received if specified targets for earnings before interest, taxes, depreciation and amortization are achieved, and the remaining $5.6 million only if shares reached — and for 30 consecutive trading days held — prices in excess of $3.25, $4.25 and $5.25 for periods ending on April 15 of 2014, 2015 and 2016.

The company’s shares have been on the move since the company reported an unexpected fourth-quarter profit on March 4, when they closed at $1.29. On Tuesday, they shot up 27 cents, or 12.9 percent, to $2.37.

Still, they remain well below those specified in Charney’s employment agreement, which was amended in October to extend the periods for performance measurement and reduce the number of days required to meet the stock price provisions. Shareholders will vote on the amendments at the company’s annual meeting, to be held June 25 in New York.

The numbers were contained in AA’s preliminary proxy, filed with the SEC on Tuesday. The cash portion of Charney’s bonus was based on sales, EBITDA, debt, inventory and cost per piece.

It also listed Charney as the owner of 45.8 million shares, representing 43 percent of the common shares outstanding, with Lion Capital and a group of Canadian investors led by private investor Michael Serruya each holding 20 percent of shares.

For the year, American Apparel reduced its net loss to $37.3 million from $39.3 million in 2011 as adjusted EBITDA more than doubled to $36.6 million. Sales rose 12.8 percent to $617.3 million.

Long-term debt stood at $110 million at year’s end, up from $97.1 million at the close of 2011. Additionally, current liabilities include $60.6 million in revolving credit facilities and the current portion of long-term debt, up from $50.4 million a year ago.