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CONFORMED COPY

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549


Form 6-K

Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934

For the month of:  February 2003   Commission File Number:  1-14830

GILDAN ACTIVEWEAR INC.
(Name of Registrant)

725 Montée de Liesse
Ville Saint-Laurent, Quebec
Canada H4T-1P5
(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F   o   Form 40-F   ý

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the SEC pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes   o   No   ý

If "Yes" is marked, indicate the file number assigned to the registrant in connection with Rule 12g3-2(b):  N/A

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SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

    GILDAN ACTIVEWEAR INC.

Date: February 5, 2003

 

By:

 

/s/ FRANÇOIS D. RAMSAY

    Name:   François D. Ramsay
    Title:   Vice-President, General
Counsel and Corporate Secretary

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EXHIBIT

Exhibit
  Description of Exhibit
  Page
1   Press Release: Gildan Activewear doubles EPS compared to First Quarter of Fiscal 2002   5

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EXHIBIT 1

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GRAPHIC

PRESS RELEASE

Contact:   Laurence G. Sellyn, Executive Vice President Finance
and Chief Financial Officer
Tel: (514) 343-8805
Email: lsellyn@gildan.com
Rick Leckner
Maison Brison
Tel: (514) 731-0000
Email: rick@maisonbrison.com

Gildan Activewear Doubles EPS Compared to First Quarter of Fiscal 2002

– Company Raises Guidance for Full Year and Ramps up Capacity for Further Growth in Fiscal 2004 –

Montreal, Wednesday, February 5, 2003 — Gildan Activewear Inc. (NYSE: GIL; TSX: GIL.A) today released its financial results for the first quarter of its 2003 fiscal year.

For the quarter ended December 29, 2002, the Company reported net earnings of $5.8 million, or $0.20 per diluted share, up respectively 107% and 100% from $2.8 million, or $0.10 per diluted share, in the first quarter of fiscal 2002. EPS for the first quarter of fiscal 2003 exceeded the consensus of analyst estimates for the quarter by approximately $0.04 per diluted share.

The higher net earnings compared to last year were due to a 24.2% increase in unit sales, a 240 basis point increase in gross margins and lower interest expense, reflecting the impact on net indebtedness of the significant free cash flow generated by the Company since the first quarter of fiscal 2002. The positive impact of these factors was partially offset by lower selling prices, together with increased selling, general and administrative expenses and higher depreciation as a result of the Company's recent major capital investment projects.

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Sales for the first quarter were $102.3 million, up 15.9% from $88.3 million in the first quarter of last year. The higher sales were primarily due to the increased unit shipments, partially offset by lower unit selling prices. The higher unit sales reflected 8.1% growth in overall industry shipments of T-shirts in the U.S. wholesale distributor market combined with significant market share increases achieved by Gildan in all product categories, compared with the first quarter of last year. In particular, the Company continued to reinforce its market leadership position in the overall T-shirt category, where its share reached 31.4%, compared with 24.9% a year ago, and 28.0% in the fourth quarter of fiscal 2002. At the same time, inventories of Gildan T-shirts in the U.S distributor channel were reduced by 12.6% compared with the end of the first quarter of fiscal 2002. Gildan's share in sports shirts increased to 14.7%, versus 9.3% in the first quarter of last year, and the Company's share in fleece was 10.3%, up from 8.1% a year ago. All U.S. market and market share data is based on the S.T.A.R.S. Report produced by ACNielsen Market Decisions. Also, Gildan's unit sales in Europe increased by 54.5% compared with the first quarter of last year.

Gross margins were 29.4% in the first quarter, compared with 27.0% in the first quarter of fiscal 2002, due to lower raw material costs and continuing manufacturing efficiency improvements, including the impact of the Company's ongoing capital investment projects, partially offset by lower selling prices. Also, product-mix was more favourable than the first quarter of last year, mainly due to a higher proportion of coloured T-shirts compared to white.

Selling, general and administrative expenses for the first quarter were $15.9 million, or 15.5% of sales, compared with $13.1 million, or 14.8% of sales, in the first quarter of last year. For the full 2003 fiscal year, it is expected that selling, general and administrative expenses will be at a similar level to last year, as a percentage of sales. Selling, general and administrative expenses were 10.6% of sales in fiscal 2002.

Based on its results for the first quarter, and the current outlook for the balance of the fiscal year, Gildan now anticipates that diluted EPS for the full 2003 fiscal year will be in the range of $2.70 — $2.80 per share. The Company had previously forecast diluted EPS of $2.60 — $2.70 per share.

The first quarter is traditionally the lowest quarter in the Company's annual breakdown of sales and earnings. During the first quarter, the Company re-built inventories for the peak summer T-shirt selling season and continued to ramp up capacity at its new fully-integrated textile manufacturing facility located at Rio Nance, Honduras. The Company expects to have sufficient production capacity and inventory available to be able to satisfy demand for its products in fiscal 2003 and to support its projected further sales growth in fiscal 2004. The Company indicated that it continued to be extremely pleased with the progress of the Rio Nance ramp up and with the manufacturing cost reductions being achieved at this facility.

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During the first quarter, the Company used $8.8 million of its surplus cash reserves, together with the cash flow from its operating earnings and accounts receivable collections, to finance the cash requirements for inventory rebuilding and the major capital expenditure projects being completed by the Company. The Company remains committed to sustaining the improvements in working capital utilization achieved in fiscal 2002. DSO in trade accounts receivable were maintained at 45 days, essentially the same level as the fiscal 2002 year end, and down significantly from 76 days at the end of the first quarter of fiscal 2002. At December 29, 2002, the Company's balance sheet position continued to be strong. Cash and cash equivalents amounted to $61.9 million and the Company's revolving bank credit facilities were entirely unutilized and available. Net debt to total capitalization at December 29, 2002 stood at 17%. For the full 2003 fiscal year, the Company expects to generate positive free cash flow of $25 — $35 million, as previously indicated.

H. Greg Chamandy, Gildan's Chairman and Chief Executive Officer, commented that "we are pleased to have exceeded both our own and the market's expectations for our first quarter results. More importantly, however, we are pleased with the way we are continuing to position ourselves and create competitive advantage for the future. We are continuing to reinforce our market share and brand leadership in the North American activewear market. Our success in the market-place is being supported by our capital investments in vertically-integrated manufacturing, which reflect our commitment to constantly reinforce our position as the low-cost producer of circular knit apparel for both the North American and European markets, against any global competition."

As of January 31, 2003 there were 22,968,014 Class A subordinate shares and 6,094,000 Class B multiple voting shares issued and outstanding along with 1,391,162 options outstanding.

Profile

Gildan Activewear is a vertically-integrated manufacturer and marketer of premium quality branded basic activewear for sale principally in the wholesale imprinted activewear segment of the Canadian, U.S., European and other international apparel markets. The Company manufactures and sells premium quality 100% cotton T-shirts, 50% cotton/50% polyester T-shirts, placket collar sport shirts and premium quality fleece in a variety of weights, sizes, colours and styles. The company sells its products as blanks, which are ultimately decorated with designs and logos for sale to consumers.

(Unless otherwise indicated, all amounts are expressed in Canadian dollars.)

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        Certain statements included in this press release may constitute "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. We refer you to the Company's filings with the U.S. Securities and Exchange Commission and Canadian securities regulatory authorities for a discussion of the various factors that may affect the Company's future results.

– 30 –


INFORMATION FOR SHAREHOLDERS:

Gildan Activewear Inc. will hold a conference call to discuss these results today at 5:00 PM Eastern Time. Interested parties can join the call by dialing (800) 814-4859. The conference call can also be accessed via live webcast at www.newswire.ca or www.q1234.com.

If you are unable to call in at this time, you may access a tape recording of the meeting by calling 1-877-289-8525 and entering the passcode 233611 on your phone. This tape recording will be available on Wednesday, February 5 as of 7:00 PM until 11:00 PM on Wednesday, February 12, 2003.

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Gildan Activewear Inc.

Consolidated Statements of Earnings

(In thousands of Canadian dollars, except per share data)

 
  Three months ended
 
  December 29, 2002
  December 30, 2001
 
  (unaudited)

  (unaudited)

Sales   $ 102,275   $ 88,335
Cost of sales     72,241     64,448
   
 
Gross margin     30,034     23,887
Selling, general and administrative expenses     15,865     13,116
   
 
Earnings before interest, taxes, depreciation and amortization (EBITDA)     14,169     10,771
Depreciation and amortization     5,499     4,016
Interest expense     2,273     3,632
   
 
Earnings before income taxes     6,397     3,123
Income taxes     582     331
   
 
Net earnings   $ 5,815   $ 2,792
   
 

Basic EPS

 

 

 

 

 

 
  Canadian $   $ 0.20   $ 0.10
  US $(1)   $ 0.13   $ 0.06

Diluted EPS

 

 

 

 

 

 
  Canadian $   $ 0.20   $ 0.10
  US $(1)   $ 0.13   $ 0.06

Weighted average number of shares outstanding

 

 

 

 

 

 
  Basic     28,945     28,208
  Diluted     29,600     29,098

(1)
The U.S. dollar earnings per share are based on the Canadian GAAP results converted at the average exchange rates for the respective periods.

(2)
Certain prior period figures have been reclassified to conform with the basis of presentation adopted in the current period.

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Gildan Activewear Inc.

Consolidated Statements of Cash Flows

(In thousands of Canadian dollars)

 
  Three months ended
 
 
  December 29, 2002
  December 30, 2001
 
 
  (unaudited)

  (unaudited)

 
Cash and cash equivalents, beginning of period   $ 70,905   $  

Cash flows from operating activities:

 

 

 

 

 

 

 
  Net earnings     5,815     2,792  
  Adjustments for:              
    Depreciation and amortization     5,499     4,016  
    Future income taxes     227     (1,123 )
    Other     (276 )   (45 )
   
 
 
      11,265     5,640  
  Net changes in non-cash working capital balances:              
    Accounts receivable     31,495     45,628  
    Inventories     (36,741 )   (25,400 )
    Prepaid expenses and deposits     (602 )   (1,300 )
    Accounts payable and accrued liabilities     4,036     (19,034 )
    Income taxes payable     (309 )   867  
   
 
 
      9,144     6,401  

Cash flows from financing activities:

 

 

 

 

 

 

 
  Increase in revolving bank loan         8,531  
  Increase in other long term debt     151      
  Repayment of capital leases     (1,224 )   (599 )
  Repayment of other long-term debt     (361 )   (413 )
  Proceeds from the issuance of shares     1,258     508  
  Increase in deferred charges     (41 )   (66 )
   
 
 
      (217 )   7,961  

Cash flows from investing activities:

 

 

 

 

 

 

 
  Purchase of fixed assets, net of disposals     (18,023 )   (13,946 )
  Decrease (increase) in other assets     82     (416 )
   
 
 
      (17,941 )   (14,362 )
   
 
 

Cash and cash equivalents, end of period

 

$

61,891

 

$

 — 

 
   
 
 

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Gildan Activewear Inc.

Consolidated Balance Sheets

(in thousands of Canadian dollars)

 
  December 29,
2002

  September 29,
2002

  December 30,
2001

 
  (unaudited)

  (audited)

  (unaudited)

Current assets:                  
Cash and cash equivalents   $ 61,891   $ 70,905   $
Accounts receivable     54,804     87,746     79,587
Inventories     149,711     112,971     203,751
Prepaid expenses and deposits     4,244     3,657     5,563
Future income taxes     5,316     5,028     7,916
   
 
 
      275,966     280,307     296,817

Fixed assets

 

 

218,474

 

 

209,247

 

 

165,940

Future income taxes

 

 


 

 


 

 

811

Other assets

 

 

6,322

 

 

7,085

 

 

7,669
   
 
 
Total assets   $ 500,762   $ 496,639   $ 471,237
   
 
 

Current liabilities:

 

 

 

 

 

 

 

 

 
Accounts payable and accrued liabilities   $ 82,084   $ 82,168   $ 81,232
Income taxes payable     2,962     3,063     3,137
Current portion of long-term debt     6,163     6,249     6,317
   
 
 
      91,209     91,480     90,686

Long-term debt:

 

 

 

 

 

 

 

 

 
U.S. senior notes     108,675     110,271     106,473
Unsecured debt     2,409     2,452     300
Capital leases     833     2,109     5,570
Revolving bank loan             43,614
Other secured debt         34     5,187
   
 
 
      111,917     114,866     161,144

Future income taxes

 

 

20,655

 

 

20,385

 

 

17,254

Shareholders' equity:

 

 

 

 

 

 

 

 

 
Share capital     106,183     104,925     100,869
Contributed surplus     323     323     323
Retained earnings     170,475     164,660     100,961
   
 
 
      276,981     269,908     202,153
   
 
 
Total liabilities and shareholders' equity   $ 500,762   $ 496,639   $ 471,237
   
 
 

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QuickLinks

Form 6-K
SIGNATURES
EXHIBIT
EXHIBIT 1
Gildan Activewear Inc. Consolidated Statements of Earnings (In thousands of Canadian dollars, except per share data)
Gildan Activewear Inc. Consolidated Statements of Cash Flows (In thousands of Canadian dollars)
Gildan Activewear Inc. Consolidated Balance Sheets (in thousands of Canadian dollars)