TAPESTRY INC
For the period ended Sep 28, 2024. Filed Nov 7, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 28, 2024 · Filed Nov 7, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-30; filed 2024-05-09.
0001116132-24-000013
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-09-28; filed 2024-11-07.
0001116132-24-000023
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 188 previous paragraphs and 143 current paragraphs.
67 unchanged; 55 reworded; 20 added; 58 removed; 8 previous and 1 current paragraphs rearranged.
Tables are not compared: 17 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (20)
Current report
Capri Holdings Limited Acquisition
Current report
On December 12, 2022, the E.U. member states also reached an agreement to implement the OECD’s reform of international taxation known as GloBE, which broadly mirrors the Inflation Reduction Act by imposing a 15% global minimum tax on multinational companies. Based on the countries in which we do business that have enacted legislation effective January 1, 2025, we do not expect the impact of these changes to be material for fiscal 2025. A number of other countries are also implementing similar legislation with effective dates starting in 2026. As a result, we do expect a modest negative impact on the Company’s effective tax rate, however, this could change as other countries enact similar legislation and further guidance is released. We continue to closely monitor regulatory developments to assess potential impacts.
Current report
FIRST QUARTER FISCAL 2025 COMPARED TO FIRST QUARTER FISCAL 2024
Current report
First Quarter Fiscal 2025 Items
Current report
First Quarter Fiscal 2024 Items
Current report
•Acquisition Costs - Total pre-tax charges of $26.3 million attributable to the Capri Acquisition. These charges include $19.6 million primarily related to professional fees recorded in SG&A expense within Corporate and $6.7 million related to financing recorded in interest expense.
Current report
•Coach Net Sales increased 1.1% or $13.2 million to $1.17 billion in the first quarter of fiscal 2025. Excluding the impact of foreign currency, Net sales increased 1.6% or $18.3 million. This increase in Net sales was primarily due to an increase of $32.9 million in DTC sales driven by e-commerce sales globally. The increase in DTC sales was partially offset by a net $11.7 million decrease in wholesale sales driven by North America, which was partially offset by an increase in international wholesale sales.
Current report
SG&A expenses increased 4.5% or $38.4 million to $882.9 million in the first quarter of fiscal 2025 as compared to $844.5 million in the first quarter of fiscal 2024. As a percentage of net sales, SG&A expenses increased to 58.6% during the first quarter of fiscal 2025 from 55.8% during the first quarter of fiscal 2024. Excluding items affecting comparability of $33.4 million in the first quarter of fiscal 2025, SG&A expenses increased 3.0% or $24.6 million to $849.5 million from $824.9 million in the first quarter of fiscal 2024. SG&A as a percentage of net sales increased 190 basis points to 56.4% compared to 54.5% during the first quarter of fiscal 2024. This increase in SG&A as a percentage of net sales was primarily due to higher marketing spend and increased compensation costs.
Current report
•Coach Operating Income increased $15.3 million to $386.6 million in the first quarter of fiscal 2025, resulting in an operating margin increase of 90 basis points to 33.0%, as compared to $371.3 million and 32.1%, respectively, in the first quarter of fiscal 2024. This increase in operating margin was primarily attributed to:
Current report
◦Gross Margin, increased 330 basis points mainly due to net pricing improvements, favorable currency impacts and lower freight costs;
Current report
•Kate Spade Operating Income increased $0.4 million to $27.0 million in the first quarter of fiscal 2025, resulting in an operating margin increase of 80 basis points to 9.6%, as compared to $26.6 million and operating margin of 8.8% in the first quarter of fiscal 2024. This increase in operating margin was primarily attributed to:
Current report
◦Gross Margin, increased 140 basis points mainly due to lower freight costs;
Current report
Net income decreased 4.3% or $8.4 million to $186.6 million in the first quarter of fiscal 2025 as compared to $195.0 million in the first quarter of fiscal 2024. Excluding items affecting comparability, net income increased $25.3 million to $241.6 million in the first quarter of fiscal 2025 from $216.3 million in the first quarter of fiscal 2024.
Current report
•Inventories were a use of cash of $181.4 million in the first quarter of fiscal 2025 compared to a use of cash of $29.8 million in the first quarter of fiscal 2024, primarily driven by higher in-transit inventory.
Current report
The $22.8 million use of cash in the first quarter of fiscal 2024 was primarily due to capital expenditures of $20.9 million.
Current report
Net cash used in financing activities was $74.5 million in the first quarter of fiscal 2025 as compared to a use of cash of $149.4 million in the first quarter of fiscal 2024, resulting in a net decrease in use of cash for financing activities of $74.9 million.
Current report
The $74.5 million of cash used in the first quarter of fiscal 2025 was primarily due to dividend payments of $81.4 million and taxes paid to net settle share-based awards of $34.5 million, partially offset by proceeds from share-based awards of $41.7 million.
Current report
Working Capital and Capital Expenditures
Current report
(2)The carrying amounts of the China Credit Facility include the impact of changes in the exchange rate of the United States Dollar against the RMB.
Current report
If (i) the Capri Acquisition has not been completed by February 10, 2025 (or such later date mutually agreed between the Company and Capri) (such date, the “Special Mandatory Redemption End Date”), (ii) prior to the Special Mandatory Redemption End Date, the Merger Agreement is terminated in accordance with its terms or (iii) the Company otherwise notifies the trustee that it will not pursue the consummation of the Capri Acquisition, all of the Capri Acquisition Senior Notes will be redeemed at a redemption price equal to 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the special mandatory redemption date.
Removed paragraphs (58)
Previous report
In the third quarter of fiscal 2024, freight costs have continued to moderate as compared to prior year. As a result, during the three months and nine months ended March 30, 2024, the Company incurred lower freight expense of $15.9 million and $70.0 million respectively, positively impacting gross margin by approximately 100 basis points and 140 basis points when compared to the prior year.
Previous report
Geopolitical Disruptions to Supply Chain
Previous report
Covid-19 Pandemic
Previous report
The Covid-19 pandemic has resulted in varying degrees of business disruption for the Company since it began in fiscal 2020 and has impacted all regions around the world, resulting in restrictions and shutdowns implemented by national, state, and local authorities. Such disruptions continued during the first half of fiscal 2023, and the Company's results in Greater China were adversely impacted as a result of the Covid-19 pandemic. Starting in December 2022, certain government restrictions were lifted in the region and business trends improved. During the nine months ended March 30, 2024, the Covid-19 pandemic did not materially impact our business or operating results. We continue to monitor the latest developments regarding the Covid-19 pandemic and potential impacts on our business, operating results and outlook.
Previous report
On December 12, 2022, the European Union member states reached an agreement to implement the OECD’s reform of international taxation known as Pillar Two Global Anti-Base Erosion ("GloBE") Rules, which broadly mirrors the Inflation Reduction Act by imposing a 15% global minimum tax on multinational companies. GloBE is anticipated to be effective beginning fiscal 2025. The US Treasury and the OECD continue to seek input and release guidance, so it is unclear at this time what, if any, impact it will have on the Company’s tax rate and financial results. We will continue to evaluate its impact as further information becomes available.
Previous report
THIRD QUARTER FISCAL 2024 COMPARED TO THIRD QUARTER FISCAL 2023
Previous report
Third Quarter Fiscal 2024 Items
Previous report
◦SG&A expenses: $35.0 million primarily related to professional fees recorded within Corporate;
Previous report
◦Interest expense, net: $32.9 million of financing related charges, which primarily includes the net impact of the Capri Acquisition Senior Notes.
Previous report
Tapestry, Inc. Summary – Third Quarter of Fiscal 2024
Previous report
•Coach Net Sales increased 0.1% or $1.6 million to $1.15 billion in the third quarter of fiscal 2024. Excluding the impact of foreign currency, net sales increased 1.9% or $22.2 million. This increase in net sales was primarily due to an increase of $39.8 million in wholesale sales primarily driven by international, partially offset by a decrease of $21.8 million in net retail sales, mainly driven by e-commerce sales in North America.
Previous report
SG&A expenses increased 3.6% or $31.1 million to $903.1 million in the third quarter of fiscal 2024 as compared to $872.0 million in the third quarter of fiscal 2023. As a percentage of net sales, SG&A expenses increased to 60.9% during the third quarter of fiscal 2024 from 57.8% during the third quarter of fiscal 2023. Excluding items affecting comparability of $35.0 million in the third quarter of fiscal 2024, SG&A expenses decreased 0.4% or $3.9 million to $868.1 million from $872.0 million in the third quarter of fiscal 2023. SG&A as a percentage of net sales increased 80 basis points to 58.6% as compared to 57.8% during the third quarter of fiscal 2023. This increase in SG&A as a percentage of net sales was primarily due to higher marketing spend, higher professional fees, partially offset by a decrease in selling costs.
Previous report
•Coach Operating Income increased $20.5 million to $362.7 million in the third quarter of fiscal 2024, resulting in an operating margin increase of 170 basis points to 31.6%, as compared to $342.2 million and 29.9%, respectively, in the third quarter of fiscal 2023. This increase in operating margin was primarily attributed to:
Previous report
◦Gross Margin, increased 200 basis points mainly due to lower freight costs, net pricing improvements and favorable currency translation;
Previous report
•Kate Spade Operating Income increased $2.0 million to $10.0 million in the third quarter of fiscal 2024, resulting in an operating margin increase of 90 basis points to 3.6%, as compared to $8.0 million and operating margin of 2.7% in the third quarter of fiscal 2023. This increase in operating margin was primarily attributed to:
Previous report
◦Gross Margin, increased 110 basis points mainly due to lower freight costs;
Previous report
◦SG&A expenses as a percentage of net sales, increased 20 basis points mainly due to an increase in distribution costs and higher information technology costs, partially offset by lower selling and compensation costs.
Previous report
•Stuart Weitzman Operating Income decreased $5.5 million to a loss of $4.7 million in the third quarter of fiscal 2024, resulting in an operating margin decrease of 950 basis points to (8.4)%, as compared to operating income of $0.8 million and operating margin of 1.1% in the third quarter of fiscal 2023.
Previous report
•Corporate Operating Expenses increased 31.3% or $39.0 million to $163.7 million in the third quarter of fiscal 2024. Excluding items affecting comparability, Corporate operating expenses increased $4 million to $128.7 million from $124.7 million in the third quarter of fiscal 2023. This increase in operating expenses was attributed to an increase in SG&A expenses primarily due to higher professional fees.
Previous report
Other expense increased $5.8 million to an expense of $2.8 million in the third quarter of fiscal 2024 as compared to income of $3.0 million in the third quarter of fiscal 2023. This increase in other expense was related to an increase in foreign exchange losses.
Previous report
The effective tax rate was 17.7% in the third quarter of fiscal 2024 as compared to 16.4% in the third quarter of fiscal 2023. Excluding items affecting comparability, the effective tax rate was 19.9% in the third quarter of fiscal 2024 as compared to 16.4% in the third quarter of fiscal 2023. The increase in effective tax rate was primarily driven by discrete items recognized in the period partially offset by geographic mix of earnings.
Previous report
Net income decreased 25.3% or $47.3 million to $139.4 million in the third quarter of fiscal 2024 as compared to $186.7 million in the third quarter of fiscal 2023. Excluding items affecting comparability, net income increased 1.9% or $3.4 million to $190.1 million in the third quarter of fiscal 2024 from $186.7 million in the third quarter of fiscal 2023.
Previous report
Net income per diluted share was $0.60 in the third quarter of fiscal 2024 as compared to $0.78 in the third quarter of fiscal 2023. Excluding items affecting comparability, net income per diluted share increased $0.03 to $0.81 in the third quarter of fiscal 2024 from $0.78 in the third quarter of fiscal 2023. This change was primarily due to a decrease in shares outstanding and higher net income.
Previous report
RESULTS OF OPERATIONS
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FIRST NINE MONTHS FISCAL 2024 COMPARED TO FIRST NINE MONTHS FISCAL 2023
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NM - Not meaningful
Previous report
GAAP to Non-GAAP Reconciliation
Previous report
First Nine Months of Fiscal 2024 Items
Previous report
◦Interest expense, net: $83.7 million of financing related charges, which primarily includes the net impact of the Capri Acquisition Senior Notes and Bridge Facility financing fees;
Previous report
◦SG&A expenses: $82.9 million primarily related to professional fees recorded within Corporate.
Previous report
Currency Fluctuation Effects
Previous report
Net Sales
Previous report
Net sales in the first nine months of fiscal 2024 increased 0.8% or $38.7 million to $5.08 billion. Excluding the impact of foreign currency, net sales increased by 1.8% or $88.5 million.
Previous report
•Coach Net Sales increased 3.6% or $131.9 million to $3.84 billion in the first nine months of fiscal 2024. Excluding the impact of foreign currency, net sales increased 4.7% or $175.4 million. This increase in net sales was primarily due to an increase of $104.7 million in net retail sales driven by an increase in store and to a lesser extent, e-commerce sales. The increase in net sales was also attributed to a $60.8 million increase in wholesale sales primarily driven by international.
Previous report
•Kate Spade Net Sales decreased 5.9% or $65.1 million to $1.04 billion in the first nine months of fiscal 2024. Excluding the impact of foreign currency, net sales decreased 5.5% or $60.8 million. This decrease in net sales was primarily due a decrease of $55.0 million in net retail sales as a result of lower store and e-commerce sales.
Previous report
•Stuart Weitzman Net Sales decreased 12.8% or $28.1 million to $190.9 million in the first nine months of fiscal 2024. Excluding the impact of foreign currency, net sales decreased 11.9% or $26.1 million.
Previous report
Gross Profit
Previous report
Gross profit increased 4.4% or $156.1 million to $3.70 billion during the first nine months of fiscal 2024 from $3.54 billion in the first nine months of fiscal 2023. Gross margin in the first nine months of fiscal 2024 increased 250 basis points to 72.8% as compared to 70.3% in the first nine months of fiscal 2023. This increase in Gross margin was primarily attributed to lower freight costs, net pricing improvements, and favorable geography mix. Refer to "Current Macroeconomic Conditions and Outlook" for further information.
Previous report
SG&A expenses increased 5.7% or $149.8 million to $2.79 billion in the first nine months of fiscal 2024 as compared to $2.64 billion in the first nine months of fiscal 2023. As a percentage of net sales, SG&A expenses increased to 55.0% during the first nine months of fiscal 2024 from 52.4% during the first nine months of fiscal 2023. Excluding items affecting comparability of $82.9 million in the first nine months of fiscal 2024, SG&A expenses increased 2.5% or $66.9 million to $2.71 billion from $2.64 billion the first nine months of fiscal 2023. SG&A expenses as a percentage of net sales increased 90 basis points to 53.3% compared to 52.4% in the first nine months of fiscal 2023. This increase in SG&A as a percentage of net sales was primarily due to higher compensation costs, increased occupancy costs, and higher marketing spend partially offset by a decrease in distribution costs.
Previous report
(1)In the first nine months of fiscal 2024, Corporate incurred charges affecting comparability of $82.9 million. Excluding those items affecting comparability, SG&A expenses increased 11.6% or $38.7 million to $371.1 million in the first nine months of fiscal 2024 as compared to $332.4 million in the first nine months of fiscal 2023.
Showing the first 40 of 58 passages. Open the source sections for the rest.
Reworded paragraphs (55)
Previous wording
•Results of operations. An analysis of our results of operations in thethird quarter of fiscal 2024 compared to thethird quarter of fiscal 2023 and first nine months of fiscal 2024 compared to the first nine months of fiscal 2023.
Current wording
•Results of Operations. An analysis of our results of operations in the first quarter of fiscal 2025 compared to the first quarter of fiscal 2024.
Previous wording
•Liquidity and capital resources. This section includes a discussion on liquidity and capital resources including an analysis of changes in cash flow as well as working capital and capital expenditures.
Current wording
•Financial Condition. This section includes a discussion on liquidity and capital resources including an analysis of changes in cash flow as well as working capital and capital expenditures.
Previous wording
Tapestry, Inc. (the "Company") is a house of iconic accessories and lifestyle brands consisting of Coach, Kate Spade and Stuart Weitzman. Each of our brands are unique and independent, while sharing a commitment to innovation and authenticity defined by distinctive products and differentiated customer experiences across channels and geographies. We use our collective strengths to move our customers and empower our communities, to make the fashion industry more sustainable, and to build a company that’s equitable, inclusive, and diverse. Individually, our brands are iconic. Together, we can stretch what’s possible.
Current wording
Tapestry, Inc. is a house of iconic accessories and lifestyle brands. Our global house of brands unites the magic of Coach, kate spade new york and Stuart Weitzman. Each of our brands are unique and independent, while sharing a commitment to innovation and authenticity defined by distinctive products and differentiated customer experiences across business channels and geographies. We use our collective strengths to move our customers and empower our communities, to make the fashion industry more sustainable and to build a company that’s equitable, inclusive and diverse. Individually, our brands are iconic. Together, we can stretch what’s possible.
Previous wording
•Coach -Includes global sales of primarily Coach brand products to customers through Coach operated stores, including e-commerce sites and concession shop-in-shops, sales to wholesale customers and through independent third-party distributors.
Current wording
•Coach -Includes global sales of primarily Coach brand products to customers through our direct-to-consumer ("DTC"), wholesale and licensing businesses.
Previous wording
•Kate Spade- Includes global sales primarily of kate spade new york brand products to customers through Kate Spade operated stores, including e-commerce sites and concession shop-in-shops, sales to wholesale customers and through independent third-party distributors.
Current wording
•Kate Spade- Includes global sales primarily of kate spade new york brand products to customers through our DTC, wholesale and licensing businesses.
Previous wording
•Stuart Weitzman - Includes global sales of Stuart Weitzman brand products primarily through Stuart Weitzman operated stores, sales to wholesale customers, through e-commerce sites and through independent third-party distributors.
Current wording
•Stuart Weitzman - Includes global sales of Stuart Weitzman brand products primarily through our DTC, wholesale and licensing businesses.
Previous wording
Each of our brands is unique and independent, while sharing a commitment to innovation and authenticity defined by distinctive products and differentiated customer experiences across channels and geographies. Our success does not depend solely on the performance of a single channel, geographic area or brand.
Current wording
Each of our brands is unique and independent, while sharing a commitment to innovation and authenticity defined by distinctive products and differentiated customer experiences across business channels and geographies. Our success does not depend solely on the performance of a single business channel, geographic area or brand.
Previous wording
On August 10, 2023, the Company entered into an Agreement and Plan of Merger (the "Merger Agreement") by and among the Company, Sunrise Merger Sub, Inc., a direct wholly owned subsidiary of Tapestry, and Capri Holdings Limited ("Capri") for $57.00 per share in cash for a total enterprise value of approximately $8.5 billion (the "Capri Acquisition"). The Capri Acquisition, once completed, will bring together six highly complementary brands with global reach, powered by the Company’s data-rich customer engagement platform and diversified, direct-to-consumer operating model. The transaction is expected to close during calendar year 2024. The Company intends to finance the Capri Acquisition, inclusive of related fees and expenses, with the net proceeds of new senior unsecured notes, new term loans, cash on hand, cash on hand at Capri and anticipated future cash flow. On November 27, 2023, the Company issued $4.5 billion Capri Acquisition USD Senior Notes (the "Capri Acquisition USD Senior Notes") and €1.5 billion Capri Acquisition EUR Senior Notes (the "Capri Acquisition EUR Senior Notes" and, together with the Capri Acquisition USD Senior Notes, the "Capri Acquisition Senior Notes") which, in addition to the $1.4 billion of delayed draw Capri Acquisition Term Loan Facilities executed on August 30, 2023 (the "Capri Acquisition Term Loan Facilities"), completes the expected financing for the Capri Acquisition. The Company has received regulatory approval from all countries except for the United States. On April 22, 2024, the Federal Trade Commission ("FTC") filed a complaint against the Company and Capri in the United States District Court for the Southern District of New York seeking to enjoin the consummation of the Capri Acquisition. The FTC’s complaint alleges that the Capri Acquisition, if consummated, would violate Section 7 of the Clayton Act and that the Merger Agreement and the Capri Acquisition constitute unfair methods of competition in violation of Section 5 of the Federal Trade Commission Act and should be enjoined. The Company believes the FTC’s claims are without merit, and intends to defend the lawsuit vigorously. Refer to Note 5, "Acquisitions," and Note 16, "Subsequent Events," for further information.
Current wording
On August 10, 2023, the Company entered into the Merger Agreement by and among the Company, Sunrise Merger Sub, Inc., a direct wholly owned subsidiary of Tapestry, and Capri for $57.00 per share in cash for a total enterprise value of approximately $8.50 billion. The Capri Acquisition, once completed, will bring together six highly complementary brands with global reach, powered by the Company’s data-rich customer engagement platform and diversified, direct-to-consumer operating model. In order to finance the Capri Acquisition, on November 27, 2023, the Company issued $4.50 billion of U.S. dollar-denominated senior unsecured notes (the "Capri Acquisition USD Senior Notes") and €1.50 billion of Euro-denominated senior unsecured notes (the "Capri Acquisition EUR Senior Notes" and, together with the Capri Acquisition USD Senior Notes, the "Capri Acquisition Senior Notes") which, together with the $1.40 billion of delayed draw unsecured term loan facilities (the "Capri Acquisition Term Loan Facilities") executed on August 30, 2023, complete the expected financing for the Capri Acquisition. The Company has received regulatory approval from all applicable jurisdictions except for the United States. On April 22, 2024, the FTC filed a complaint against the Company and Capri in the United States District Court for the Southern District of New York seeking to enjoin the consummation of the Capri Acquisition. The FTC’s complaint alleges that the Capri Acquisition, if consummated, would violate Section 7 of the Clayton Act and that the Merger Agreement and the Capri Acquisition constitute unfair methods of competition in violation of Section 5 of the Federal Trade Commission Act and should be enjoined. The trial commenced on September 9, 2024, and on October 24, 2024, the Court issued its Opinion and Order granting the FTC's request for a preliminary injunction of the Merger, pending an administrative trial on the merits which is scheduled to begin on December 9, 2024. On October 28, 2024, the Company and Capri filed a Notice of Appeal with respect to the October 24, 2024 Opinion and Order. On November 6, 2024, the United States Court of Appeals for the Second Circuit entered an order setting an expedited briefing schedule for the appeal of the decision of the United States District Court of the Southern District of New York granting the preliminary injunction of the merger. Refer to Note 5, "Acquisitions" and Note 16, "Subsequent Events" for further information.
Previous wording
Building on the success of the strategic growth plan from fiscal 2020 through fiscal 2022 (the “Acceleration Program”), in the first quarter of fiscal 2023, the Company introduced the 2025 growth strategy (“future speed”), designed to amplify and extend the competitive advantages of its brands, with a focus on four strategic priorities:
Current wording
In the first quarter of fiscal 2023, the Company introduced the 2025 growth strategy (“future speed”), designed to amplify and extend the competitive advantages of its brands, with a focus on four strategic priorities:
Previous wording
The environment in which we operate is subject to a number of different factors driving global consumer spending. Consumer preferences, macroeconomic conditions, foreign currency fluctuations and geopolitical events continue to impact overall levels of consumer travel and spending on discretionary items, with inconsistent patterns across channels and geographies.
Current wording
The environment in which we operate is subject to a number of different factors driving global consumer spending. Consumer preferences, macroeconomic conditions, foreign currency fluctuations and geopolitical events continue to impact overall levels of consumer travel and spending on discretionary items, with inconsistent patterns across business channels and geographies.
Previous wording
During the third quarter of fiscal 2024, the macroeconomic environment remained challenging and volatile. Several organizations that monitor the world’s economy, including the International Monetary Fund, continue to forecast growth in the global economy. Some of these organizations have recently revised the forecast slightly upwards since the end of the prior quarter. The updated forecast is still below the historical average, which is reflective of the current volatile environment, including tighter monetary and fiscal policies which have started to moderate inflation, financial market volatility, and the negative economic impacts of geopolitical instability in certain regions of the world.
Current wording
During the first quarter of fiscal 2025, the macroeconomic environment remained challenging and volatile. Several organizations that monitor the world’s economy, including the International Monetary Fund, continue to forecast growth in the global economy, and remains unchanged since the fourth quarter of fiscal 2024. The forecast is below the historical growth average and is reflective of the current volatile environment, including tighter monetary and fiscal policies which have continued to moderate inflation, financial market volatility and the negative economic impacts of geopolitical instability in certain regions of the world.
Previous wording
In the third quarter of fiscal 2024, the U.S. Dollar continued to fluctuate as compared to foreign currencies in regions where we conduct our business. This trend has resulted in impacts to our business including, but not limited to, for the three and nine months ended March 30, 2024, a decrease in Net sales of $23.5 million and $49.8 million, a positive impact to gross margin of approximately 60 basis points and 20 basis points, and approximately 30 basis point positive impact to operating margin and no impact to operating margin, respectively.
Current wording
In the first quarter of fiscal 2025, the U.S. Dollar continued to fluctuate as compared to foreign currencies in regions where we conduct our business. This trend has resulted in impacts to our business including, but not limited to, a decrease in Net sales of $6.0 million, a positive impact to gross margin of approximately 40 basis points which benefited from the Company's hedging activity and approximately 10 basis point positive impact to operating margin.
Previous wording
Currency volatility, political instability and potential changes to trade agreements or duty rates may also contribute to a worsening of the macroeconomic environment or adversely impact our business. Since fiscal 2019, the U.S. and China have both imposed tariffs on the importation of certain product categories into the respective country, with limited progress in negotiations to reduce or remove the tariffs.
Current wording
Currency volatility, political instability, such as the uncertainty associated with the potential impact of the new policies that may be implemented as a result of the U.S. Presidential election and potential changes to trade agreements or duty rates may also contribute to a worsening of the macroeconomic environment or adversely impact our business. Since fiscal 2019, the U.S. and China have both imposed tariffs on the importation of certain product categories into the respective country, with limited progress in negotiations to reduce or remove the tariffs.
Previous wording
On August 16, 2022, the Inflation Reduction Act of 2022 was signed into law by the Biden Administration, with tax provisions primarily focused on implementing a 15% corporate alternative minimum tax on global adjusted financial statement income ("CAMT") and a 1% excise tax on share repurchases. The CAMT is effective beginning fiscal 2024 and is not expected to have a material impact on the Company’s rate, however we will continue to monitor as additional guidance becomes available. With respect to the 1% excise tax on net share repurchases, this provision of the Inflation Reduction Act was effective on January 1, 2023 and did not have a material impact on our financial statements.
Current wording
On August 16, 2022, the Inflation Reduction Act of 2022 was signed into law by the Biden Administration, with tax provisions primarily focused on implementing a 15% CAMT on global adjusted financial statement income and a 1% excise tax on share repurchases. The CAMT was effective at the beginning of fiscal 2024 and did not have a material impact on the Company’s effective tax rate.
Previous wording
Fluctuations in net sales, operating income and operating cash flows of the Company in any fiscal quarter may be affected by the timing of wholesale shipments and other events affecting retail sales, including weather and macroeconomic events, and pandemics such as Covid-19.
Current wording
Fluctuations in net sales, operating income and operating cash flows of the Company in any fiscal quarter may be affected by the timing of wholesale shipments and other events affecting retail sales, including weather and macroeconomic events.
Previous wording
The following table summarizes results of operations for the third quarter of fiscal 2024 compared to the third quarter of fiscal 2023. All percentages shown in the table below and the discussion that follows have been calculated using unrounded numbers.
Current wording
The following table summarizes results of operations for the first quarter of fiscal 2025 compared to the first quarter of fiscal 2024. All percentages shown in the table below and the discussion that follows have been calculated using unrounded numbers.
Previous wording
The Company’s reported results are presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The reported results during the third quarter of fiscal 2024 reflect certain items which affect the comparability of our results, as noted in the following table. There were no charges affecting comparability during the third quarter of fiscal 2023. Refer to "Non-GAAP Measures" herein for further discussion on the Non-GAAP measures.
Current wording
The Company’s reported results are presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The reported results during the first quarter of fiscal 2025 and fiscal 2024 reflect certain items which affect the comparability of our results, as noted in the following table. Refer to "Non-GAAP Measures" herein for further discussion on the Non-GAAP measures.
Previous wording
In the third quarter of fiscal 2024, the Company incurred charges as follows:
Current wording
In the first quarter of fiscal 2025, the Company incurred charges as follows:
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•Acquisition Costs - Total pre-tax charges of $67.9 million attributable to the Capri Acquisition. These charges include:
Current wording
•Acquisition Costs - Total pre-tax charges of $70.8 million attributable to the Capri Acquisition. These charges include $37.4 million related to financing recorded in interest expense and $33.4 million primarily related to professional fees recorded in SG&A expense within Corporate.
Previous wording
These actions taken together negatively impacted operating income by $35.0 million, increased interest expense by $32.9 million and reduced the provision for income tax by $17.2 million resulting in a net decrease in net income by $50.7 million or $0.21 per diluted share.
Current wording
These actions taken together negatively impacted operating income by $33.4 million, increased interest expense by $37.4 million and reduced the provision for income tax by $15.8 million resulting in a net decrease in net income by $55.0 million or $0.23 per diluted share.
Previous wording
In the first nine months of fiscal 2024, the Company incurred charges as follows:
Current wording
In the first quarter of fiscal 2024, the Company incurred charges as follows:
Previous wording
These actions taken together negatively impacted operating income by $82.9 million, increased interest expense by $83.7 million and reduced the provision for income tax by $40.2 million resulting in a net decrease in net income by $126.4 million or $0.54 per diluted share.
Current wording
These actions taken together negatively impacted operating income by $19.6 million, increased interest expense by $6.7 million and reduced the provision for income tax by $5.0 million resulting in a net decrease in net income by $21.3 million or $0.09 per diluted share.
Previous wording
Tapestry, Inc. Summary – First Nine Months of Fiscal 2024
Current wording
Tapestry, Inc. Summary – First Quarter of Fiscal 2025
Previous wording
The change in net sales for the third quarter of fiscal 2024 compared to the third quarter of fiscal 2023 has been presented both including and excluding currency fluctuation impacts. All percentages shown in the tables below and the discussion that follows have been calculated using unrounded numbers.
Current wording
The change in net sales for the first quarter of fiscal 2025 compared to the first quarter of fiscal 2024 has been presented both including and excluding currency fluctuation effects. All percentages shown in the tables below and the discussion that follows have been calculated using unrounded numbers.
Previous wording
Net sales in the third quarter of fiscal 2024 decreased 1.8% or $27.1 million to $1.48 billion. Excluding the impact of foreign currency, net sales decreased by 0.2% or $3.6 million.
Current wording
Net sales in the first quarter of fiscal 2025 decreased 0.4% or $5.7 million to $1.51 billion. Excluding the impact of foreign currency, Net sales were even compared to the prior year.
Previous wording
•Kate Spade Net Sales decreased 5.6% or $16.5 million to $280.7 million in the third quarter of fiscal 2024. Excluding the impact of foreign currency, net sales decreased 4.8% or $14.2 million. This decrease in net sales was due a decrease of $21.4 million in net retail sales as a result of lower store and e-commerce sales, partially offset by an increase of $5.7 million in wholesale sales primarily driven by North America.
Current wording
•Kate Spade Net Sales decreased 6.6% or $20.0 million to $283.2 million in the first quarter of fiscal 2025. Excluding the impact of foreign currency, Net sales decreased 6.3% or $18.9 million. This decrease in Net sales was due to a decrease of $24.4 million in DTC sales as a result of lower store and to a lesser extent, e-commerce sales. The decrease in DTC sales was partially offset by an increase of $4.9 million in wholesale sales.
Previous wording
•Stuart Weitzman Net Sales decreased 17.8% or $12.2 million to $56.1 million in the third quarter of fiscal 2024. Excluding the impact of foreign currency, net sales decreased 16.9% or $11.6 million.
Current wording
•Stuart Weitzman Net Sales increased 2.1% or $1.1 million to $53.7 million in the first quarter of fiscal 2025. Excluding the impact of foreign currency, Net sales increased 2.0% or $1.0 million.
Previous wording
Gross profit increased 0.8% or $9.1 million to $1.11 billion in the third quarter of fiscal 2024 from $1.10 billion in the third quarter of fiscal 2023. Gross margin for the third quarter of fiscal 2024 increased 190 basis points to 74.7% as compared to 72.8% in the third quarter of fiscal 2023. This increase in Gross margin was primarily attributed to lower freight costs, favorable currency translation and net pricing improvements. Refer to "Current Macroeconomic Conditions and Outlook" for further information.
Current wording
Gross profit increased 3.4% or $37.2 million to $1.13 billion in the first quarter of fiscal 2025 from $1.10 billion in the first quarter of fiscal 2024. Gross margin increased 280 basis points to 75.3% in the first quarter of fiscal 2025 from 72.5% in the first quarter of fiscal 2024. This increase in Gross margin was primarily attributed to net pricing improvements, lower freight costs and favorable currency impacts. Refer to "Current Macroeconomic Conditions and Outlook" for further information.
Previous wording
(1)In the third quarter of fiscal 2024, Corporate incurred charges affecting comparability of $35.0 million. Excluding those items affecting comparability, SG&A expenses increased 3.2% or $4 million to $128.7 million in the third quarter of fiscal 2024 as compared to $124.7 million in the third quarter of fiscal 2023.
Current wording
(1)In the first quarter of fiscal 2025, Corporate incurred charges affecting comparability of $33.4 million. Excluding those items affecting comparability, SG&A expenses increased 3.6% or $4.3 million to $120.8 million in the first quarter of fiscal 2025 as compared to $116.5 million in the first quarter of fiscal 2024.
Previous wording
Operating income decreased 9.8% or $22.0 million to $204.3 million in the third quarter of fiscal 2024 as compared to $226.3 million in the third quarter of fiscal 2023. Operating margin was 13.8% in the third quarter of fiscal 2024 as compared to 15.0% in the third quarter of fiscal 2023. Excluding items affecting comparability of $35.0 million in the third quarter of fiscal 2024, operating income increased $13.0 million to $239.3 million in the third quarter of fiscal 2024 from $226.3 million in the third quarter of fiscal 2023; and operating margin increased 110 basis points to 16.1% in the third quarter of fiscal 2024 as compared to 15.0% in the third quarter of fiscal 2023. This increase in operating margin was primarily attributed to a 190 basis points increase in gross margin partially offset by an increase of 80 basis points in SG&A as a percentage of sales.
Current wording
Operating income decreased $1.2 million to $252.0 million in the first quarter of fiscal 2025 as compared to $253.2 million in the first quarter of fiscal 2024. Operating margin remained even at 16.7% in the first quarter of fiscal 2025 as compared to the first quarter of fiscal 2024. Excluding items affecting comparability of $33.4 million in the first quarter of fiscal 2025, operating income increased $12.6 million to $285.4 million in the first quarter of fiscal 2025 from $272.8 million in the first quarter of fiscal 2024; and operating margin increased 90 basis points to 18.9% in the first quarter of fiscal 2025 as compared to 18.0% in the first quarter of fiscal 2024. This increase in operating margin was primarily attributed to a 280 basis points increase in gross margin partially offset by an increase of 190 basis points in SG&A as a percentage of sales.
Previous wording
◦SG&A expenses as a percentage of net sales, increased 30 basis points mainly due to higher marketing spend and higher compensation costs, partially offset by a decrease in distribution costs.
Current wording
◦SG&A expenses as a percentage of net sales, increased 240 basis points mainly due to higher marketing spend and increased compensation costs.
Previous wording
◦SG&A expenses as a percentage of net sales, increased 30 basis points mainly due to by higher marketing spend, partially offset by a decrease in selling and distribution costs.
Current wording
◦SG&A expenses as a percentage of net sales, increased 60 basis points mainly driven by higher occupancy costs due to one time corporate headquarter relocation, higher marketing spend, partially offset by lower depreciation.
Previous wording
•Stuart Weitzman Operating Loss increased $8.3 million to a loss of $11.9 million in the first nine months of fiscal 2024, resulting in an operating margin decrease of 460 basis points to (6.2)%, as compared to an operating loss of $3.6 million in the first nine months of fiscal 2023 and an operating margin of (1.6)%.
Current wording
•Stuart Weitzman Operating Loss decreased $1.2 million to a loss of $7.4 million in the first quarter of fiscal 2025, resulting in an operating margin increase of 260 basis points to (13.7)%, as compared to an operating loss of $8.6 million in the first quarter of fiscal 2024 and an operating margin of (16.3)%.
Previous wording
•Corporate Operating Expenses increased 36.6% or $121.6 million to $454.0 million in the first nine months of fiscal 2024. Excluding items affecting comparability, Corporate operating expenses increased $38.7 million to $371.1 million from $332.4 million in the first nine months of fiscal 2023. This increase in operating expenses was attributed to an increase in SG&A expenses primarily due to higher compensation costs, increased occupancy costs, and higher professional fees.
Current wording
•Corporate Operating Expenses increased 13.3% or $18.1 million to $154.2 million in the first quarter of fiscal 2025. Excluding items affecting comparability, Corporate operating expenses increased $4.3 million to $120.8 million from $116.5 million in the first quarter of fiscal 2024. This increase in operating expenses was attributed to an increase in SG&A expenses primarily due to higher compensation costs and higher professional fees, partially offset by lower occupancy costs.
Previous wording
Net interest expense increased $25.9 million to $32.0 million in the third quarter of fiscal 2024 as compared to $6.1 million in the third quarter of fiscal 2023. Excluding items affecting comparability, net interest expense decreased $7.0 million to net interest income of $0.9 million from interest expense of $6.1 million in the third quarter of fiscal 2023. This decrease in Interest expense, net was mainly due to higher interest income partially offset by higher interest on the Term Loan due 2027.
Current wording
Net interest expense increased $17.4 million to $30.7 million in the first quarter of fiscal 2025 as compared to $13.3 million in the first quarter of fiscal 2024. Excluding items affecting comparability, net interest expense decreased $13.3 million to $(6.7) million from $6.6 million in the first quarter of fiscal 2024. This decrease in Interest expense, net, was due to a decrease in interest expense on the Term Loan due 2027 as a result of repayment in fiscal 2024 and higher interest income.
Previous wording
Other income increased $1.6 million to income of $0.5 million in the first nine months of fiscal 2024 as compared to expense of $1.1 million in the first nine months of fiscal 2023. This increase in other income was related to an increase in foreign exchange gains.
Current wording
Other income increased $5.8 million to $4.4 million in the first quarter of fiscal 2025 as compared to Other expense of $1.4 million in the first quarter of fiscal 2024. This increase in other income was related to an increase in foreign exchange gains.
Previous wording
The effective tax rate was 19.0% in the first nine months of fiscal 2024 as compared to 18.8% in the first nine months of fiscal 2023. Excluding items affecting comparability, the effective tax rate was 19.9% in the first nine months of fiscal 2024 as compared to 18.8% in the first nine months of fiscal 2023.
Current wording
The effective tax rate was 17.3% in the first quarter of fiscal 2025 as compared to 18.2% in the first quarter of fiscal 2024. Excluding items affecting comparability, the effective tax rate was 18.5% in the first quarter of fiscal 2025 as compared to 18.3% in the first quarter of fiscal 2024.
Previous wording
Net income per diluted share was $2.82 in the first nine months of fiscal 2024 as compared to net income per diluted share of $2.93 in the first nine months of fiscal 2023. Excluding items affecting comparability, net income per diluted share increased $0.43 to $3.36 in the first nine months of fiscal 2024 from $2.93 in the first nine months of fiscal 2023, primarily due to higher net income and a decrease in shares outstanding.
Current wording
Net income per diluted share was $0.79 in the first quarter of fiscal 2025 as compared to net income per diluted share of $0.84 in the first quarter of fiscal 2024. Excluding items affecting comparability, net income per diluted share increased $0.09 to $1.02 in the first quarter of fiscal 2025 from $0.93 in the first quarter of fiscal 2024, primarily due to higher net income.
Previous wording
The Company’s reported results are presented in accordance with GAAP. The reported SG&A expenses, operating income, interest expense, provision for income taxes, net income and earnings per diluted share in the three and nine months ended March 30, 2024 reflect certain items affecting comparability, including the impact of Acquisition costs. There were no items affecting comparability in the first nine months of fiscal 2023. As a supplement to the Company's reported results, these metrics are also reported on a non-GAAP basis to exclude the impact of these items along with a reconciliation to the most directly comparable GAAP measures.
Current wording
The Company’s reported results are presented in accordance with GAAP. The reported SG&A expenses, operating income, interest expense, provision for income taxes, net income and earnings per diluted share in the first quarter of fiscal 2025 and fiscal 2024 reflect certain items affecting comparability, including the impact of Acquisition costs. As a supplement to the Company's reported results, these metrics are also reported on a non-GAAP basis to exclude the impact of these items along with a reconciliation to the most directly comparable GAAP measures.
Previous wording
The Company’s cash and cash equivalents increased by $6.2 billion in the first nine months of fiscal 2024 as compared to a decrease of $152.6 million in the first nine months of fiscal 2023, as discussed below.
Current wording
The Company’s cash and cash equivalents increased by $320.9 million in the first quarter of fiscal 2025 as compared to a decrease of $104.0 million in the first quarter of fiscal 2024, as discussed below.
Showing the first 40 of 55 pairs. Open the source sections for the rest.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Rearranged previous paragraphs (8)
Previous report — wording carried elsewhere
The following table summarizes results of operations for the first nine months of fiscal 2024 compared to the first nine months of fiscal 2023. All percentages shown in the table below and the discussion that follows have been calculated using unrounded numbers.
Previous report — wording carried elsewhere
The Company’s reported results are presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The reported results during the first nine months of fiscal 2024 reflect certain items which affect the comparability of our results, as noted in the following table. There were no charges affecting comparability during the first nine months of fiscal 2023. Refer to "Non-GAAP Measures" herein for further discussion on the Non-GAAP measures.
Previous report — wording carried elsewhere
•Acquisition Costs - Total pre-tax charges of $166.6 million attributable to the Capri Acquisition. These charges include:
Previous report — wording carried elsewhere
The change in net sales for the first nine months of fiscal 2024 compared to the first nine months of fiscal 2023 has been presented both including and excluding currency fluctuation impacts. All percentages shown in the tables below and the discussion that follows have been calculated using unrounded numbers.
Previous report — wording carried elsewhere
The Company includes inbound product-related transportation costs from our service providers within Cost of sales. The Company, similar to some companies, includes certain transportation-related costs due to our distribution network in SG&A expenses rather than in Cost of sales; for this reason, our gross margins may not be comparable to that of entities that include all costs related to their distribution network in Cost of sales.
Previous report — wording carried elsewhere
Selling, General and Administrative Expenses ("SG&A")
Previous report — wording carried elsewhere
(2)Corporate expenses, which are included within SG&A expenses discussed above but are not directly attributable to a reportable segment.
Previous report — wording carried elsewhere
On August 10, 2023, the Company entered into a Merger Agreement. The Company intends to finance the Capri Acquisition, inclusive of related fees and expenses, with the net proceeds of new senior unsecured notes, new term loans, cash on hand, cash on hand at Capri and anticipated future cash flow. The Company has received regulatory approval from all countries except for the United States. On April 22, 2024, the FTC filed a complaint in the United States District Court for the Southern District of New York seeking to enjoin the consummation of the Capri Acquisition. The FTC’s complaint alleges that the Capri Acquisition, if consummated, would violate Section 7 of the Clayton Act and that the Merger Agreement and the Capri Acquisition constitute unfair methods of competition in violation of Section 5 of the Federal Trade Commission Act and should be enjoined. We believe the FTC’s claims are without merit, and we intend to defend the lawsuit vigorously. Refer to Note 5, "Acquisitions," and Note 11, "Debt," for further information.