Item 8.01. Other Events.
This Current Report on Form 8-K ("Current Report") is being filed by Tapestry,
Inc. ("Tapestry" or the "Company") to retrospectively adjust certain financial
information and related disclosures contained in the Company's Annual Report on
Form 10-K for the fiscal year ended July 1, 2017, filed on August 18, 2017
("2017 Form 10-K"), as described below, and for the purpose of incorporating by
reference the exhibits filed herewith into its registration statements. The
information in this Current Report is not an amendment to, or restatement of,
the 2017 Form 10-K.
Change in Segment Reporting
As we disclosed in our 2017 Form 10-K, during fiscal 2018, the Company realigned
its reportable segments with the new structure of its business following the
acquisition of Kate Spade & Company ("Kate Spade"). As a result of this
realignment, the Company now has three reportable segments: Coach, Kate Spade
and Stuart Weitzman. The Company's former North America and International
segments have been consolidated within the new Coach segment.
To reflect the change in segments, the following Items of the 2017 Form 10-K
have been adjusted retrospectively (which Items, as revised, are filed herewith
as Exhibit 99.1 and incorporated herein by reference):
• Part I, Item 1. Business
• Part II, Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
• Part II, Item 8. Financial Statements and Supplementary Data
This Current Report does not reflect events that may have occurred subsequent to
the original filing date of the 2017 Form 10-K, and does not modify or update in
any way the disclosures made in the 2017 Form 10-K other than as required to
retrospectively reflect the change in segment reporting, as described above. All
other information in the 2017 Form 10-K remains unchanged. Without limitation of
the foregoing, this filing does not purport to update the Management's
Discussion and Analysis of Financial Condition and Results of Operations for
information known to management subsequent to the date of filing of the 2017
Form 10-K. The information in this Current Report should be read in conjunction
with the 2017 Form 10-K. For information on developments since the filing of the
2017 Form 10-K, please refer to the Company's subsequent filings with the
Securities and Exchange Commission.
Kate Spade & Company Financial Statements.
The historical unaudited condensed consolidated financial statements of Kate
Spade as of July 1, 2017, December 31, 2016 and July 2, 2016 and for the three
and six month periods ended July 1, 2017 and July 2, 2016 are filed herewith as
Exhibit 99.2 and incorporated herein by reference, and should be read in
conjunction with the Kate Spade historical audited consolidated financial
statements as of December 31, 2016 and for the three fiscal years ended December
31, 2016, January 2, 2016 and January 3, 2015, filed as exhibit 99.1 to the
Company's Form 8-K filed on May 31, 2017.
Pro Forma Financial Information.
The unaudited pro forma combined statement of income of the Company, giving
effect to the acquisition of Kate Spade and related financing transactions, for
the fiscal year ended July 1, 2017 is filed herewith as Exhibit 99.3 and
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are being furnished herewith:
Exhibit Number Description
23.1 Consent of Deloitte & Touche LLP
Part I, Item 1. Business, Part II, Item 7. Management's
Discussion and Analysis of Financial Condition and Results
of Operations, Part II, Item 8. Financial Statements and
99.1 Supplementary Data
99.2 Kate Spade & Company Financial Statements
99.3 Pro Forma Financial Information
101.INS XBRL Instance Document
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF XBRL Taxonomy Extension Definition Linkbase Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
Cautionary Statement Regarding Forward-Looking Statements
The information in this Current Report or incorporated herein by reference, may
contain forward-looking statements based on management's current expectations.
Forward-looking statements include, but are not limited to statements that can
be identified by the use of forward-looking terminology such as "may," "will,"
"can," "should," "expect," "intend," "estimate," "continue," "project,"
"guidance," "forecast," "anticipate," "moving," "leveraging," "developing,"
"driving," "targeting," "assume," "plan," "pursue," "on track," "well positioned
to drive," "look forward to," "achieve" or comparable terms. Future results may
differ materially from management's current expectations, based upon a number of
important factors, including risks and uncertainties such as expected economic
trends, the ability to anticipate consumer preferences, the ability to control
costs and successfully execute our transformation and operational efficiency
initiatives and growth strategies and our ability to achieve intended benefits,
cost savings and synergies from acquisitions, etc. Please refer to the Company's
latest Quarterly Report on Form 10-Q, its Annual Report on Form 10-K and its
other filings with the Securities and Exchange Commission for a complete list of
risks and important factors. The Company assumes no obligation and does not
intend to update these forward-looking statements except as required by law.
INFORMATION REGARDING HONG KONG DEPOSITARY RECEIPTS
Tapestry's Hong Kong Depositary Receipts are traded on The Stock Exchange of
Hong Kong Limited under the symbol 6388. Neither the Hong Kong Depositary
Receipts nor the Hong Kong Depositary Shares evidenced thereby have been or will
be registered under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), and may not be offered or sold in the United States or to, or for the
account of, a U.S. Person (within the meaning of Regulation S under the
Securities Act), absent registration or an applicable exemption from the
registration requirements. Hedging transactions involving these securities may
not be conducted unless in compliance with the Securities Act.
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