The following Management's Discussion and Analysis ("MD&A") of our Financial
Condition and Results of Operations should be read in conjunction with the
consolidated financial statements and notes thereto included as part of this
interim report. Forward-looking statements are prospective in nature and are not
based on historical facts, but rather on current expectations and projections of
the management of the Company about future events, and are therefore subject to
risks and uncertainties which could cause actual results to differ materially
from the future results expressed or implied by the forward-looking statements.
All statements other than statements of historical facts included herein, may be
forward-looking statements. Forward-looking statements include information
concerning the Company's goals, future plans and strategies, including with
respect to ESG goals, initiatives and ambitions as well as the Company's
possible or assumed future results of operations, including descriptions of its
business strategy. Without limitation, any statements preceded or followed by or
that include the words "plans", "believes", "expects", "intends", "will",
"should", "could", "would", "may", "anticipates", "might" or similar words or
phrases, are forward-looking statements. These forward-looking statements are
not guarantees of future financial performance. Such forward-looking statements
involve known and unknown risks and uncertainties that could significantly
affect expected results and are based on certain key assumptions, which could
cause actual results to differ materially from those projected or implied in any
forward-looking statements. These risks, uncertainties and other factors include
the effect of the COVID-19 pandemic and its potential material and significant
impact on the Company's future financial and operational results if retail
stores are forced to close again and the pandemic is prolonged, including that
our estimates could materially differ if the severity of the COVID-19 situation
worsens, or if there are further supply chain disruptions, including additional
production delays and increased costs, the length and severity of such outbreak
across the globe and the pace of recovery following the COVID-19 pandemic,
levels of cash flow and future availability of credit, compliance with
restrictive covenants under the Company's credit agreement, the Company's
ability to integrate successfully and to achieve anticipated benefits of any
acquisition and to successfully execute our growth strategies; the risk of
disruptions to the Company's businesses; risks associated with operating in
international markets and our global sourcing activities; the risk of
cybersecurity threats and privacy or data security breaches; the negative
effects of events on the market price of the Company's ordinary shares and its
operating results; significant transaction costs; unknown liabilities; the risk
of litigation and/or regulatory actions related to the Company's businesses;
fluctuations in demand for the Company's products; levels of indebtedness
(including the indebtedness incurred in connection with acquisitions); the
timing and scope of future share buybacks, which may be made in open market or
privately negotiated transactions, and are subject to market conditions,
applicable legal requirements, trading restrictions under the Company's insider
trading policy and other relevant factors, and such share repurchases may be
suspended or discontinued at any time, the level of other investing activities
and uses of cash; changes in consumer traffic and retail trends; higher consumer
debt levels, recession and inflationary pressures, loss of market share and
industry competition; fluctuations in the capital markets; fluctuations in
interest and exchange rates; the occurrence of unforeseen epidemics and
pandemics, disasters or catastrophes; extreme weather conditions and natural
disasters; political or economic instability in principal markets; adverse
outcomes in litigation; and general, local and global economic, political,
business and market conditions including acts of war and other geopolitical
conflicts, as well as those risks set forth in Item 1A. "Risk Factors" in our
Annual Report on Form 10-K for the year ended April 2, 2022, filed with the
Securities and Exchange Commission on June 1, 2022.


Overview

Our Business

Capri Holdings Limited is a global fashion luxury group, consisting of iconic
brands that are industry leaders in design, style and craftsmanship, led by a
world-class management team and renowned designers. Our brands cover the full
spectrum of fashion luxury categories including women's and men's accessories,
footwear and ready-to-wear as well as wearable technology, watches, jewelry,
eyewear and a full line of fragrance products. Our goal is to continue to extend
the global reach of our brands while ensuring that they maintain their
independence and exclusive DNA.

Our Versace brand has long been recognized as one of the world's leading
international fashion design houses and is synonymous with Italian glamour and
style. Founded in 1978 in Milan, Versace is known for its iconic and
unmistakable style and unparalleled craftsmanship. Over the past several
decades, the House of Versace has grown globally from its roots in haute
couture, expanding into the design, manufacturing, distribution and retailing of
accessories, ready-to-wear, footwear, eyewear, watches, jewelry, fragrance and
home furnishings businesses. Versace's design team is led by Donatella Versace,
who has been the brand's Artistic Director for over 20 years. Versace
distributes its products through a worldwide distribution network, which
includes boutiques in some of the world's most glamorous cities, its e-commerce
sites, as well as through the most prestigious department and specialty stores
worldwide.
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Our Jimmy Choo brand offers a distinctive, glamorous and fashion-forward product
range, enabling it to develop into a leading global luxury accessories brand,
whose core product offering is women's luxury shoes, complemented by
accessories, including handbags, small leather goods, scarves and belts, as well
as a growing men's luxury shoes and accessory business. In addition, certain
categories, such as fragrances and eyewear, are produced under licensing
agreements. Jimmy Choo's design team is led by Sandra Choi, who has been the
Creative Director for the brand since its inception in 1996. Jimmy Choo products
are unique, instinctively seductive and chic. The brand offers classic and
timeless luxury products, as well as innovative products that are intended to
set and lead fashion trends. Jimmy Choo is represented through its global store
network, its e-commerce sites, as well as through the most prestigious
department and specialty stores worldwide.

Our Michael Kors brand was launched over 40 years ago by Michael Kors, whose
vision has taken the Company from its beginnings as an American luxury
sportswear house to a global accessories, footwear and ready-to-wear company
with a global distribution network that has presence in over 100 countries
through Company-operated retail stores and e-commerce sites, leading department
stores, specialty stores and select licensing partners. Michael Kors is a highly
recognized luxury fashion brand in the Americas and Europe with growing brand
awareness in other international markets. Michael Kors features distinctive
designs, materials and craftsmanship with a jet-set aesthetic that combines
stylish elegance and a sporty attitude. Michael Kors offers three primary
collections: the Michael Kors Collection luxury line, the MICHAEL Michael
Kors accessible luxury line and the Michael Kors Mens line. The Michael
Kors Collection establishes the aesthetic authority of the entire brand and is
carried by select retail stores, our e-commerce sites, as well as in the finest
luxury department stores in the world. MICHAEL Michael Kors has a strong focus
on accessories, in addition to offering footwear and ready-to-wear, and
addresses the significant demand opportunity in accessible luxury goods. We have
also been developing our men's business in recognition of the significant
opportunity afforded by the Michael Kors brand's established fashion authority
and the expanding men's market. Taken together, our Michael Kors collections
target a broad customer base while retaining our premium luxury image.

Certain Factors Affecting Financial Condition and Results of Operations



COVID-19 Pandemic. See Item 1A - "The COVID-19 pandemic may continue to have a
material adverse effect on our business and results of operations" of our Annual
Report on Form 10-K for the fiscal year ended April 2, 2022 for additional
discussion regarding risks to our business associated with the COVID-19
pandemic.

Macroeconomic conditions and inflationary pressures. Our business is affected by
global economic conditions and the related impact on levels of consumer spending
worldwide. The war in Ukraine that began in February 2022 has created
significant economic uncertainty in the region and caused the Company to pause
all wholesale shipments to Russia and Ukraine. While our business in Russia and
Ukraine represented less than 1% of our total net sales for Fiscal 2022, the war
has caused broader macroeconomic implications that we expect to continue for the
foreseeable future, including the continued weakening of the Euro against the US
dollar, increases in fuel prices, volatility in the financial markets and a
decline in consumer spending which may negatively impact our business, financial
condition, and results of operations for Fiscal 2023. In addition, inflationary
pressures, including increased labor, raw materials, and freight costs,
adversely impacted our earnings in the first quarter of 2023. Purchases of
discretionary luxury items, such as the accessories, footwear and apparel that
we produce, tend to decline when disposable income is lower or when there are
recessions, inflationary pressures or other economic uncertainty.

Luxury goods trends and demand for our accessories and related merchandise. Our
performance is affected by trends in the luxury goods industry, global consumer
spending, macroeconomic factors, overall levels of consumer travel and spending
on discretionary items as well as shifts in demographics and changes in
lifestyle preferences. Through 2019, the personal luxury goods market grew at a
mid-single digit rate over the past 20 years. However, in 2020, due to the
impact of the COVID-19 crisis, the personal luxury goods market declined 22%.
The personal luxury goods market experienced a strong rebound in 2021, with
sales exceeding pre-pandemic levels. Market studies forecast the personal luxury
goods industry will increase at low-double-digit compound annual growth rate
between 2020 and 2025. Future growth is expected to be driven by e-commerce,
Chinese consumers and younger generations. As the personal luxury goods market
continues to evolve, Capri is committed to creating engaging luxury experiences
globally. In our view, increased customer engagement and tailoring merchandise
to customer shopping and communication preferences are key to growing market
share.

Retail Fleet Optimization. We also continue to adjust our retail operating
strategy to the changing business environment. We have finalized the planned
store closures under the Capri Retail Store Optimization Program as of the end
of Fiscal 2022. At the end of Fiscal 2022, we closed a total of 167 stores and
recorded total net restructuring charges of $14 million relating to the program.
We recorded net restructuring charges of $9 million and $5 million during Fiscal
2022 and Fiscal 2021, respectively, relating to the plan. Collectively, we
continue to anticipate ongoing savings as a result of the store closures and
lower depreciation associated with the impairment charges being recorded.
                                       28
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Foreign currency fluctuation. Our consolidated operations are impacted by the
relationships between our reporting currency, the U.S. Dollar, and those of our
non-United States subsidiaries whose functional/local currency is other than the
U.S. Dollar, primarily the Euro, the British Pound, the Chinese Renminbi, the
Japanese Yen, the Korean Won and the Canadian Dollar, among others. We continue
to expect volatility in the global foreign currency exchange rates, which may
have a negative impact on the reported results of certain of our non-United
States subsidiaries in the future, when translated to the U.S. Dollar.

Disruptions or delays in shipping and distribution and other supply chain
constraints. We have been experiencing global logistics challenges, including
delays as a result of port congestion, vessel availability, container shortages
and temporary factory closures which are expected to continue throughout Fiscal
2023. Our freight costs have increased as carrier rates for ocean and air
shipments have increased significantly, and the supply chain disruptions have
caused us to increase our use of air freight with greater frequency than in the
past. Any future disruptions in our shipping and distribution network, including
impacts on our supply chain due to temporary closures of our manufacturing
partners and shipping and fulfillment constraints, could have a negative impact
on our results of operations. See Item 1A - "Risk Factors" - "We primarily use
foreign manufacturing contractors and independent third-party agents to source
our finished goods and our business is subject to risks inherent in global
sourcing activities, including disruptions or delays in manufacturing or
shipments" of our Annual Report on Form 10-K for the fiscal year ended April 2,
2022 for additional discussion.

Costs of manufacturing, tariffs, and import regulations. Our industry is subject
to volatility in costs related to certain raw materials used in the
manufacturing of our products. This volatility applies primarily to costs driven
by commodity prices, which can increase or decrease dramatically over a short
period of time. In addition, our costs may be impacted by sanction tariffs
imposed on our products due to changes in trade terms. We are also subject to
government import regulations, including United States Customs and Border
Protection ("CBP") withhold release orders. The imposition of taxes, duties and
quotas, the withdrawal from or material modification to trade agreements, and/or
if CBP detains shipments of our goods pursuant to a withhold release order could
have a material adverse effect on our business, results of operations and
financial condition. If additional tariffs or trade restrictions are implemented
by the United States or other countries, the cost of our products could increase
which could adversely affect our business. In addition, commodity prices and
tariffs may have an impact on our revenues, results of operations and cash
flows. We use commercially reasonable efforts to mitigate these effects by
sourcing our products as efficiently as possible and diversifying the countries
where we produce. In addition, manufacturing labor costs are also subject to
degrees of volatility based on local and global economic conditions. We use
commercially reasonable efforts to source from localities that suit our
manufacturing standards and result in more favorable labor driven costs to our
products.

Segment Information

We operate in three reportable segments, which are as follows:

Versace



We generate revenue through the sale of Versace luxury accessories,
ready-to-wear and footwear through directly operated Versace boutiques
throughout North America (United States and Canada), certain parts of EMEA
(Europe, Middle East and Africa) and certain parts of Asia (Asia and Oceania),
as well as through Versace outlet stores and e-commerce sites. In addition,
revenue is generated through wholesale sales to distribution partners (including
geographic licensing arrangements), multi-brand department stores and specialty
stores worldwide, as well as through product license agreements in connection
with the manufacturing and sale of products, including jeans, fragrances,
watches, jewelry, eyewear and home furnishings.

Jimmy Choo



We generate revenue through the sale of Jimmy Choo luxury goods through directly
operated Jimmy Choo retail and outlet stores throughout the Americas (United
States, Canada and Latin America), certain parts of EMEA and certain parts of
Asia, through our e-commerce sites, as well as through wholesale sales of luxury
goods to distribution partners (including geographic licensing arrangements that
allow third parties to use the Jimmy Choo tradename in connection with retail
and/or wholesale sales of Jimmy Choo branded products in specific geographic
regions), multi-brand department stores and specialty stores worldwide. In
addition, revenue is generated through product licensing agreements, which allow
third parties to use the Jimmy Choo brand name and trademarks in connection with
the manufacturing and sale of products, including fragrances and eyewear.

Michael Kors

We generate revenue through the sale of Michael Kors products through four primary Michael Kors retail store formats: "Collection" stores, "Lifestyle" stores (including concessions), outlet stores and e-commerce, through which we sell our


                                       29
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products, as well as licensed products bearing our name, directly to consumers
throughout the Americas, certain parts of EMEA and certain parts of Asia. Our
Michael Kors e-commerce business includes e-commerce sites in the United States,
Canada and EMEA and Asia. We also sell Michael Kors products directly to
department stores, primarily located across the Americas and EMEA, to specialty
stores and travel retail shops in the Americas, Europe and Asia, and to our
geographic licensees in certain parts of EMEA, Asia and Brazil. In addition,
revenue is generated through product and geographic licensing arrangements,
which allow third parties to use the Michael Kors brand name and trademarks in
connection with the manufacturing and sale of products, including watches,
jewelry, fragrances and eyewear, as well as through geographic licensing
arrangements, which allow third parties to use the Michael Kors tradename in
connection with the retail and/or wholesale sales of our Michael Kors branded
products in specific geographic regions.

Unallocated Corporate Expenses



In addition to the reportable segments discussed above, we have certain
corporate costs that are not directly attributable to our brands and, therefore,
are not allocated to segments. Such costs primarily include certain
administrative, corporate occupancy, shared service and information systems
expenses, including ERP system implementation costs and Capri transformation
program costs. In addition, certain other costs are not allocated to segments,
including restructuring and other charges and COVID-19 related charges. The
segment structure is consistent with how our chief operating decision maker
plans and allocates resources, manages the business and assesses performance.
The following table presents our total revenue and income from operations by
segment for the three months ended July 2, 2022 and June 26, 2021 (in millions):

                                             Three Months Ended
                                           July 2,          June 26,
                                             2022             2021
Total revenue:
Versace                                $      275          $    240
Jimmy Choo                                    172               142
Michael Kors                                  913               871
Total revenue                          $    1,360          $  1,253

Income from operations:
Versace                                $       52          $     48
Jimmy Choo                                     19                11
Michael Kors                                  222               240
Total segment income from operations          293               299
Less: Corporate expenses                      (60)              (41)
Restructuring and other charges                (3)               (3)

COVID-19 related charges                        1                 3
Total income from operations           $      231          $    258


                                       30

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The following table presents our global network of retail stores and wholesale
doors by brand:
                                                                         As of
                                                                July 2,        June 26,
                                                                 2022            2021
Number of full price retail stores (including concessions):
Versace                                                           148            151
Jimmy Choo                                                        181            180
Michael Kors                                                      520            528
                                                                  849            859

Number of outlet stores:
Versace                                                            60             57
Jimmy Choo                                                         55             53
Michael Kors                                                      301            292
                                                                  416            402

Total number of retail stores                                   1,265          1,261

Total number of wholesale doors:
Versace                                                           805            780
Jimmy Choo                                                        461            456
Michael Kors                                                    2,808          2,686
                                                                4,074          3,922

The following table presents our retail stores by geographic location:


                                                              As of                                                                    As of
                                                           July 2, 2022                                                            June 26, 2021
                                    Versace                 Jimmy Choo             Michael Kors              Versace                 Jimmy Choo             Michael Kors
Store count by region:
The Americas                             39                       45                     328                           34                        44                     352
EMEA                                     57                       70                     175                           58                        76                     175
Asia                                    112                      121                     318                          116                       113                     293
                                        208                      236                     821                          208                 233                     820

Key Consolidated Performance Indicators and Statistics

We use a number of key indicators of operating results to evaluate our performance, including the following (dollars in millions):



                                                               Three Months Ended
                                                        July 2, 2022       June 26, 2021
Total revenue                                          $      1,360       $      1,253
Gross profit as a percent of total revenue                     66.3  %            68.3  %
Income from operations                                 $        231       $ 

258


Income from operations as a percent of total revenue           17.0  %      

20.6 %


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Seasonality



We experience certain effects of seasonality with respect to our business. We
generally experience greater sales during our third fiscal quarter, primarily
driven by holiday season sales, and the lowest sales during our first fiscal
quarter.

Critical Accounting Policies and Estimates



The preparation of financial statements in conformity with accounting principles
generally accepted in the United States ("U.S. GAAP") requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements, as well as the reported amounts of revenue and
expenses during the reporting period. Critical accounting policies are those
that are the most important to the portrayal of our results of operations and
financial condition and that require our most difficult, subjective and complex
judgments to make estimates about the effect of matters that are inherently
uncertain. In applying such policies, we must use certain assumptions that are
based on our informed judgments, assessments of probability and best estimates.
Estimates, by their nature, are subjective and are based on analysis of
available information, including current and historical factors and the
experience and judgment of management. We evaluate our assumptions and estimates
on an ongoing basis. While our significant accounting policies are detailed in
Note 2 to the accompanying consolidated financial statements, our critical
accounting policies are disclosed, in full, in the MD&A section of our Annual
Report on Form 10-K for the fiscal year ended April 2, 2022. There have been no
significant changes in our critical accounting policies and estimates since
April 2, 2022.

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Results of Operations

Comparison of the three months ended July 2, 2022 with the three months ended June 26, 2021



The following table details the results of our operations for the three months
ended July 2, 2022 and June 26, 2021, and expresses the relationship of certain
line items to total revenue as a percentage (dollars in millions):

                                                                                                                                   % of Total Revenue for
                                              Three Months Ended                                                                   the Three Months Ended
                                          July 2,              June 26,                                                        July 2,                 June 26,
                                            2022                 2021             $ Change            % Change                  2022                     2021
Statements of Operations Data:
Total revenue                         $    1,360             $   1,253          $     107                   8.5  %
Cost of goods sold                           459                   397                 62                  15.6  %                   33.8  %                 31.7  %
Gross profit                                 901                   856                 45                   5.3  %                   66.3  %                 68.3  %
Selling, general and administrative
expenses                                     622                   545                 77                  14.1  %                   45.7  %                 43.5  %
Depreciation and amortization                 45                    50                 (5)                (10.0) %                    3.3  %            

4.0 %



Restructuring and other charges                3                     3                  -                     -  %                    0.2  %                  0.2  %
Total operating expenses                     670                   598                 72                  12.0  %                   49.3  %                 47.7  %
Income from operations                       231                   258                (27)                (10.5) %                   17.0  %                 20.6  %

Interest (income) expense, net                (4)                    1                 (5)                      NM                   (0.3) %                  0.1  %
Foreign currency loss                          4                     1                  3                       NM                    0.3  %                  0.1  %
Income before income taxes                   231                   256                (25)                 (9.8) %                   17.0  %                 20.4  %
Provision for income taxes                    28                    37                 (9)                (24.3) %                    2.1  %                  3.0  %
Net income                                   203                   219                (16)                 (7.3) %
Less: Net income attributable to
noncontrolling interest                        2                     -                  2                       NM
Net income attributable to Capri      $      201             $     219          $     (18)                 (8.2) %




NM Not meaningful

Total Revenue

Total revenue increased $107 million, or 8.5%, to $1.360 billion for the three
months ended July 2, 2022, compared to $1.253 billion for the three months ended
June 26, 2021, which included net unfavorable foreign currency effects of
approximately $83 million as a result of the strengthening of the U.S. dollar
compared to all major currencies in which we operate for the three months ended
July 2, 2022. On a constant currency basis, our total revenue increased $190
million, or 15.2%. The increase is attributable to increased retail and
wholesale revenues throughout the Americas and EMEA, partially offset by
decreased revenues in Greater China due to COVID-19 related disruptions, for
each of our brands.

Gross Profit

Gross profit increased $45 million, or 5.3%, to $901 million for the three
months ended July 2, 2022, compared to $856 million for the three months ended
June 26, 2021, which included net unfavorable foreign currency effects of $58
million. Gross profit as a percentage of total revenue was 66.3% and 68.3% for
the three months ended July 2, 2022 and June 26, 2021, respectively. Our gross
profit margin decreased primarily due to increased supply chain costs and
unfavorable regional sales mix for the three months ended July 2, 2022, as
compared to the three months ended June 26, 2021.

Total Operating Expenses



Total operating expenses increased $72 million, or 12.0%, to $670 million for
the three months ended July 2, 2022, compared to $598 million for the three
months ended June 26, 2021. Our operating expenses included a net favorable
foreign currency impact of approximately $46 million. Total operating expenses
increased to 49.3% as a percentage of total revenue for the three months ended
July 2, 2022, compared to 47.7% for the three months ended June 26, 2021. The
components that comprise total operating expenses are explained below.


                                       33
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Selling, General and Administrative Expenses



Selling, general and administrative expenses increased $77 million, or 14.1%, to
$622 million for the three months ended July 2, 2022, compared to $545 million
for the three months ended June 26, 2021, primarily due to increased retail
store and e-commerce expenses from higher revenue and higher corporate costs for
the three months ended July 2, 2022.

Selling, general, and administrative expenses as a percentage of total revenue
increased to 45.7% for the three months ended July 2, 2022, compared to 43.5%
for the three months ended June 26, 2021, primarily due to increased retail
store, e-commerce and marketing costs as a percentage of revenue for the three
months ended July 2, 2022, as compared to the three months ended June 26, 2021.

Unallocated corporate expenses, which are included within selling, general and
administrative expenses discussed above, but are not directly attributable to a
reportable segment, increased $19 million, or 46.3%, to $60 million for the
three months ended July 2, 2022 as compared to $41 million for the three months
ended June 26, 2021, primarily due to an increase in professional fees related
to the ongoing ERP system implementation and Capri transformation projects.

Depreciation and Amortization



Depreciation and amortization decreased $5 million, or 10.0%, to $45 million for
the three months ended July 2, 2022, compared to $50 million for the three
months ended June 26, 2021. As a percentage of total revenue, depreciation and
amortization decreased to 3.3% for the three months ended July 2, 2022, compared
to 4.0% for the three months ended June 26, 2021. The decrease in depreciation
and amortization expense was primarily attributable to lower depreciation due to
lower capital expenditures in Fiscal 2022 and Fiscal 2021.

Restructuring and Other Charges



For the three months ended July 2, 2022, we recognized restructuring and other
charges of $3 million, which primarily related to equity awards associated with
the acquisition of Versace. See Note 8 to the accompanying consolidated
financial statements for additional information.

For the three months ended June 26, 2021, we recognized restructuring and other
charges of $3 million, which included other costs of $6 million primarily
related to equity awards associated with the acquisition of Versace, partially
offset by $3 million of gains related to our Capri Retail Store Optimization
Program.

Restructuring and other charges are not evaluated as part of our reportable segments' results (See Segment Information above for additional information).

Income from Operations



As a result of the foregoing, income from operations decreased $27 million, to
$231 million for three months ended July 2, 2022, compared to $258 million for
the three months ended June 26, 2021. Income from operations as a percentage of
total revenue decreased to 17.0% for the three months ended July 2, 2022,
compared to 20.6% for the three months ended June 26, 2021. See Segment
Information above for a reconciliation of our segment operating income to total
operating income.

Interest (Income) Expense, net



For the three months ended July 2, 2022, we recognized $4 million of interest
income compared to $1 million of interest expense for the three months ended
June 26, 2021. The $5 million improvement in interest (income) expense, net, is
primarily due to more favorable interest rates on our net investment hedges in
the current year and an increase of interest income from higher average notional
amounts outstanding, partially offset by an increase in interest expense
attributable to higher average borrowings outstanding (see Note 9 and Note 12 to
the accompanying consolidated financial statements for additional information).

Foreign Currency Loss

For the three months ended July 2, 2022 and June 26, 2021, we recognized a net foreign currency loss of $4 million and $1 million, respectively, primarily attributable to intercompany transactions among our subsidiaries.


                                       34
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Provision for Income Taxes



The provision for income taxes was $28 million for the three months ended
July 2, 2022, compared to $37 million for the three months ended June 26, 2021.
Our effective tax rates were 12.1% and 14.5% for the three months ended July 2,
2022 and June 26, 2021, respectively. The decrease in our effective tax rate was
primarily related to the revaluation of net deferred tax liabilities as a result
of the tax rate change in the United Kingdom during the prior year, partially
offset by a higher tax rate due to the unfavorable geographic mix of earnings.
See Note 15 to the accompanying consolidated financial statements for additional
information regarding the effective tax rate for the current fiscal year
quarter.

Our effective tax rate may fluctuate from time to time due to the effects of
changes in United States state and local taxes and tax rates in foreign
jurisdictions. In addition, factors such as the geographic mix of earnings,
enacted tax legislation and the results of various global tax strategies, may
also impact our effective tax rate in future periods.

Net Income Attributable to Noncontrolling Interest



For the three months ended July 2, 2022, we recorded net income of $2 million
and for the three months ended June 26, 2021, we recorded an immaterial net
income, attributable to the noncontrolling interest in our joint ventures. These
amounts represent the share of income that is not attributable to the Company.

Net Income Attributable to Capri

As a result of the foregoing, our net income decreased $18 million to $201 million for the three months ended July 2, 2022, compared to a net income of $219 million for the three months ended June 26, 2021.



Segment Information

Versace
                                Three Months Ended                                  % Change
                           July 2,              June 26,                   

    As         Constant
(dollars in millions)        2022                 2021         $ Change      Reported      Currency
Revenues                 $    275              $    240       $     35         14.6  %       29.6  %
Income from operations         52                    48              4          8.3  %
Operating margin             18.9   %              20.0  %


Revenues

Versace revenues increased $35 million, or 14.6%, to $275 million for the three
months ended July 2, 2022, compared to $240 million for the three months ended
June 26, 2021, which included unfavorable foreign currency effects of $36
million. On a constant currency basis, revenue increased $71 million, or 29.6%,
primarily attributable to increased retail revenue and higher wholesale
shipments in the Americas and EMEA, partially offset by decreased revenues in
Greater China due to COVID-19 related disruptions.

Income from Operations



For the three months ended July 2, 2022, Versace recorded income from operations
of $52 million, compared to $48 million for the three months ended June 26,
2021. Operating margin decreased from 20.0% for the three months ended June 26,
2021, to 18.9% for the three months ended July 2, 2022, primarily due to
unfavorable regional sales mix and investments in marketing and advertising.
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Jimmy Choo


                                Three Months Ended                          

% Change


                           July 2,              June 26,                       As          Constant
(dollars in millions)        2022                 2021         $ Change      Reported      Currency
Revenues                 $    172              $    142       $     30         21.1  %       30.3  %
Income from operations         19                    11              8         72.7  %
Operating margin             11.0   %               7.7  %


Revenues

Jimmy Choo revenues increased $30 million, or 21.1%, to $172 million for
the three months ended July 2, 2022, compared to $142 million for the three
months ended June 26, 2021, which included unfavorable foreign currency effects
of $13 million. On a constant currency basis, revenue increased $43 million, or
30.3%, primarily attributable to increased retail revenue in the Americas and
EMEA.

Income from Operations

For the three months ended July 2, 2022, Jimmy Choo recorded income from
operations of $19 million, compared to $11 million for the three months ended
June 26, 2021. Operating margin increased from 7.7% for the three months ended
June 26, 2021 to 11.0% for the three months ended July 2, 2022, primarily due to
leveraging of operating expenses on higher revenue.

Michael Kors


                                Three Months Ended                          

% Change


                           July 2,              June 26,                       As          Constant
(dollars in millions)        2022                 2021         $ Change      Reported      Currency
Revenues                 $    913              $    871       $     42          4.8  %        8.7  %
Income from operations        222                   240            (18)        (7.5) %
Operating margin             24.3   %              27.6  %


Revenues

Michael Kors revenues increased $42 million, or 4.8%, to $913 million for
the three months ended July 2, 2022, compared to $871 million for the three
months ended June 26, 2021, which included unfavorable foreign currency effects
of $34 million. On a constant currency basis, revenue increased $76 million,
or 8.7%, primarily due to higher wholesale shipments and increased retail
revenue in the Americas and EMEA, partially offset by decreased revenue in
Greater China due to the impact of COVID-19 related disruptions.

Income from Operations



For the three months ended July 2, 2022, Michael Kors recorded income from
operations of $222 million, compared to $240 million for the three months ended
June 26, 2021. Operating margin decreased from 27.6% for the three months ended
June 26, 2021, to 24.3% for the three months ended July 2, 2022, primarily due
to increased supply chain costs.

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Liquidity and Capital Resources

Liquidity



Our primary sources of liquidity are the cash flows generated from operations,
along with borrowings available under our credit facilities (see below
discussion regarding "Revolving Credit Facilities") and available cash and cash
equivalents. Our primary use of this liquidity is to fund the ongoing cash
requirements, including our working capital needs and capital investments in our
business, debt repayments, acquisitions, returns of capital, including share
repurchases and other corporate activities. We believe that the cash generated
from operations, together with borrowings available under our revolving credit
facilities and available cash and cash equivalents, will be sufficient to meet
our working capital needs for the next 12 months and beyond, including
investments made and expenses incurred in connection with our store growth
plans, investments in corporate and distribution facilities, continued systems
development, e-commerce and marketing initiatives. We spent $36 million on
capital expenditures during the three months ended July 2, 2022.

The following table sets forth key indicators of our liquidity and capital
resources (in millions):
                                     As of
                             July 2,      April 2,
                              2022          2022
Balance Sheet Data:
Cash and cash equivalents   $   221      $    169
Working capital             $   467      $    325
Total assets                $ 7,610      $  7,480
Short-term debt             $    37      $     29
Long-term debt              $ 1,382      $  1,131


                                                          Three Months Ended
                                                        July 2,            June 26,
                                                          2022               2021

     Cash Flows Provided By (Used In):
     Operating activities                         $      137              $     204
     Investing activities                         $       30              $     (23)
     Financing activities                         $      (50)             $     (55)
     Effect of exchange rate changes              $      (65)             $      (2)
     Net increase in cash and cash equivalents    $       52              $     124

Cash Provided by Operating Activities



Net cash provided by operating activities decreased $67 million to $137 million
during the three months ended July 2, 2022, as compared to $204 million for the
three months ended June 26, 2021, as a result of a decrease in our net income
after non-cash adjustments and decreases related to changes in our working
capital. The decreases related to the changes in our working capital are
primarily attributable to an increase in our inventory levels partially offset
by fluctuations in the timing of payments and receipts when compared to the
prior year.

Cash Provided by Investing Activities



Net cash provided by investing activities was $30 million during the three
months ended July 2, 2022, as compared to net cash used in investing activities
of $23 million during the three months ended June 26, 2021. The increase in net
cash provided by investing activities were primarily attributable to the
settlement of certain net investment hedges of $66 million during the three
months ended July 2, 2022 partially offset by higher capital expenditures of $13
million compared to prior year.

Cash Used in Financing Activities



Net cash used in financing activities was $50 million during the three months
ended July 2, 2022, as compared to $55 million during the three months ended
June 26, 2021. The decrease of cash used in financing activities of $5 million
was primarily attributable to a decrease in net debt repayments of $271 million,
partially offset by a $253 million increase in cash payments to repurchase our
ordinary shares compared to prior year.
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Debt Facilities

The following table presents a summary of our borrowing capacity and amounts outstanding as of July 2, 2022 and April 2, 2022 (in millions):


                                                                               As of
                                                                    July 2,            April 2,
                                                                      2022               2022
Senior Unsecured Revolving Credit Facility:
Revolving Credit Facility (excluding up to a $500 million
accordion feature) (1)
Total availability                                                $   1,500          $    1,000
Borrowings outstanding (2)                                              922                 175
Letter of credit outstanding                                             21                  21
Remaining availability                                            $     557          $      804

Term Loan Facility ($1.6 billion)
Borrowings outstanding, net of debt issuance costs (2)            $       - 

$ 495



Senior Notes due 2024
Borrowings outstanding, net of debt issuance costs and discount
amortization (3)                                                  $     448          $      448

Other Borrowings (4)                                              $      49          $       42

Hong Kong Uncommitted Credit Facility:
Total availability (100 million and 80 million Hong Kong Dollars)
(5)                                                               $      13          $       10

Borrowings outstanding                                                    -                   -

Remaining availability (100 million and 80 million Hong Kong Dollars)

$      13

$ 10



China Uncommitted Credit Facility:
Total availability (75 million and 45 million Chinese Yuan) (5)   $      11          $        7
Borrowings outstanding                                                    -                   -

Total and remaining availability (75 million and 45 million Chinese Yuan)

$      11

$ 7



Japan Credit Facility:
Total availability (1.0 billion Japanese Yen)                     $       7          $        8
Borrowings outstanding                                                    -                   -
Remaining availability (1.0 billion Japanese Yen)                 $       7

$ 8



Versace Uncommitted Credit Facilities:
Total availability (48 million Euro) (5)                          $      50          $       52
Borrowings outstanding                                                    -                   -
Remaining availability (48 million Euro)                          $      50

$ 52



Total borrowings outstanding (1)                                  $   1,419          $    1,160
Total remaining availability                                      $     638          $      881




(1)The financial covenant in our 2022 Credit Facility requires us to comply with
the quarterly maximum net leverage ratio test of 4.00 to 1.0. As of July 2, 2022
and April 2, 2022, we were in compliance with all covenants related to our
agreements then in effect governing our debt. See Note 9 to the accompanying
consolidated financial statements for additional information.
(2)As of July 2, 2022, we no longer had a Term Loan Facility under our 2022
Credit Facility as it was fully repaid. As of April 2, 2022, all amounts are
recorded as long-term debt in our consolidated balance sheets.
(3)As of July 2, 2022 and April 2, 2022, all amounts are recorded as long-term
debt in our consolidated balance sheets.
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(4)The balance as of July 2, 2022 consists of $36 million related to our
supplier financing program recorded within short-term debt in our consolidated
balance sheets, $10 million related to the sale of certain Versace tax
receivables, with $1 million and $9 million, respectively, recorded within
short-term debt and long-term debt in our consolidated balance sheets and $3
million of other loans recorded as long-term debt in our consolidated balance
sheets. The balance as of April 2, 2022 consists of $21 million related to our
supplier finance program recorded within short-term debt in our consolidated
balance sheets, $18 million related to the sale of certain Versace tax
receivables, with $8 million and $10 million, respectively, recorded within
short-term debt and long-term debt in our consolidated balance sheets and
$3 million of other loans recorded as long-term debt in our consolidated balance
sheets.
(5)The balance as of July 2, 2022 and April 2, 2022 represents the total
availability of the credit facility, which excludes bank guarantees.

We believe that our 2022 Credit Facility is adequately diversified with no undue
concentration in any one financial institution. As of July 2, 2022, there were
17 financial institutions participating in the facility, with none maintaining a
maximum commitment percentage in excess of 10%. We have no reason to believe
that the participating institutions will be unable to fulfill their obligations
to provide financing in accordance with the terms of the 2022 Credit Facility.

See Note 9 in the accompanying financial statements and Note 11 in our Fiscal
2022 Annual Report on Form 10-K for detailed information relating to our credit
facilities and debt obligations.

Share Repurchase Program

The following table presents our ordinary share repurchases during the three months ended July 2, 2022 and June 26, 2021 (dollars in millions):

Three Months Ended

July 2,              June 26,
                                                                          2022                 2021
Cost of shares repurchased under share repurchase program            $      

300 $ 50 Fair value of shares withheld to cover tax obligations for vested restricted share awards

                                                       12                     9
Total cost of treasury shares repurchased                            $      

312 $ 59



Shares repurchased under share repurchase program                      6,120,174               921,080
Shares withheld to cover tax withholding obligations                     265,311               167,070
                                                                       6,385,485             1,088,150



During the first quarter of Fiscal 2022, we reinstated our $500 million share
repurchase program, which was previously suspended during the first quarter of
Fiscal 2021 in response to the impact of the COVID-19 pandemic and the
provisions of the 2018 Credit Facility.

Subsequently, on November 3, 2021, we announced that our Board of Directors had
terminated our existing $500 million share repurchase program (the "Prior
Plan"), with $250 million of availability remaining, and authorized a new share
repurchase program (the "Fiscal 2022 Plan") pursuant to which we may, from time
to time, repurchase up to $1.0 billion of our outstanding ordinary shares within
a period of two years from the effective date of the program.

On June 1, 2022, we announced that our Board of Directors has terminated our
Fiscal 2022 Plan, with $500 million of availability remaining, and authorized a
new share repurchase program (the "Fiscal 2023 Plan") pursuant to which we may,
from time to time, repurchase up to $1.0 billion of our outstanding ordinary
shares within period of two years from the effective date of the program. Share
repurchases may be made in open market or privately negotiated transactions,
subject to market conditions, applicable legal requirements, trading
restrictions under our insider trading policy and other relevant factors. The
program may be suspended or discontinued at any time.

See Note 13 to the accompanying consolidated financial statements for additional information.


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Contractual Obligations and Commercial Commitments



Please refer to the "Contractual Obligations and Commercial Commitments"
disclosure within the "Liquidity and Capital Resources" section of our Fiscal
2022 Form 10-K for a detailed disclosure of our other contractual obligations
and commitments as of April 2, 2022.

Off-Balance Sheet Arrangements



We have not created, and are not party to, any special-purpose or off-balance
sheet entities for the purpose of raising capital, incurring debt or operating
our business. Our off-balance sheet commitments relating to our outstanding
letters of credit were $35 million at July 2, 2022, including $14 million in
letters of credit issued outside of the 2022 Credit Facility. In addition, as of
July 2, 2022, bank guarantees of approximately $34 million were supported by our
various credit facilities. We do not have any other off-balance sheet
arrangements or relationships with entities that are not consolidated into our
financial statements that have or are reasonably likely to have a material
current or future effect on our financial condition, changes in financial
condition, revenues, expenses, results of operations, liquidity, capital
expenditures or capital resources.

Recent Accounting Pronouncements



See Note 2 to the accompanying interim consolidated financial statements for
recently issued accounting standards, which may have an impact on our financial
statements and/or disclosures upon adoption.

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