TAPESTRY INC
For the period ended Mar 29, 2025. Filed May 8, 2025.
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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.
Mar 29, 2025 · Filed May 8, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-12-28; filed 2025-02-06.
0001116132-25-000005
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-03-29; filed 2025-05-08.
0001116132-25-000013
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 198 previous paragraphs and 212 current paragraphs.
93 unchanged; 68 reworded; 50 added; 33 removed; 4 previous and 1 current paragraphs rearranged.
Tables are not compared: 21 previous and 21 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 (50)
Current report
On February 16, 2025, the Company entered into a Purchase Agreement with Caleres pursuant to which the Company will sell the Stuart Weitzman Business (as defined below). The Purchaser will acquire certain assets and liabilities of the Company's global business of designing, manufacturing, promotion, marketing, production, distribution, sales and licensing of Stuart Weitzman branded products (the "Stuart Weitzman Business") for total cash consideration of $105.0 million (the "Purchase Price"). The Purchase Price will be subject to customary adjustments for cash, indebtedness, net working capital and transaction expenses. The transaction is expected to close in the summer of 2025, subject to customary closing conditions (the "Stuart Weitzman Business Divestiture"). Refer to Note 5, "Acquisitions and Divestitures," for further information.
Current report
During the second half of fiscal 2025, the U.S. Government announced tariffs on imports from select countries. The majority of the Company's products sold in the U.S. are imported from countries in which these tariffs were announced. At the time of this report, the long-term impact which the tariffs or other trade policies may have on our business is uncertain as the outcome is dependent on global trade negotiations. As a result of the Company's actions to accelerate inventory purchases and based on current trends of the business, we do not expect a meaningful negative impact to our results of operations in fiscal 2025.
Current report
However, there could be a material negative impact to our results of operations in fiscal 2026 and beyond depending on the outcome of trade negotiations. The Company is prepared to take actions to mitigate this negative impact as changes in trade relations, economic and monetary policies are made clear.
Current report
THIRD QUARTER FISCAL 2025 COMPARED TO THIRD QUARTER FISCAL 2024
Current report
During the third quarter of fiscal 2025, we updated the title of the items affecting comparability related to "Acquisition Costs" to "Acquisition and Divestiture Costs" to capture the costs related to the terminated Capri Acquisition as well as the Stuart Weitzman Business Divestiture.
Current report
Third Quarter Fiscal 2025 Items
Current report
In the third quarter of fiscal 2025, the Company incurred charges as follows:
Current report
•Acquisition and Divestiture Costs - Total pre-tax charges of $18.6 million primarily due to the loss on business held for sale, store impairment, professional fees and share-based compensation expense related to the Stuart Weitzman Business Divestiture.
Current report
•Organizational Efficiency Costs - Total pre-tax charges of $5.0 million primarily related to severance costs and technology costs.
Current report
These actions taken together negatively impacted operating income by $23.6 million and reduced the provision for income tax by $7.1 million resulting in a net decrease in net income by $16.5 million or $0.08 per diluted share.
Current report
Third Quarter Fiscal 2024 Items
Current report
In the third quarter of fiscal 2024, the Company incurred charges as follows:
Current report
•Acquisition Costs - Total pre-tax charges of $67.9 million attributable to the Capri Acquisition. These charges include:
Current report
◦Interest expense, net: $32.9 million of financing related charges, which primarily includes the net impact of the Capri Acquisition Senior Notes.
Current report
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 report
Tapestry, Inc. Summary – Third Quarter of Fiscal 2025
Current report
SG&A expenses increased 5.4% or $49.0 million to $952.1 million in the third quarter of fiscal 2025 as compared to $903.1 million in the third quarter of fiscal 2024. As a percentage of net sales, SG&A expenses decreased to 60.1% during the third quarter of fiscal 2025 from 60.9% during the third quarter of fiscal 2024. Excluding items affecting comparability of $23.6 million in the third quarter of fiscal 2025, SG&A expenses increased 7.0% or $60.4 million to $928.5 million from $868.1 million in the third quarter of fiscal 2024. SG&A as a percentage of net sales remained even at 58.6% in the third quarter of fiscal 2025 as compared to the third quarter of fiscal 2024 primarily due to higher marketing spend and higher compensation costs driven by accrued incentive compensation, offset by leverage of fixed costs on higher net sales.
Current report
(1) In the third quarter of fiscal 2025, Kate Spade incurred charges affecting comparability of $2.8 million. Excluding those items affecting comparability, SG&A expenses decreased 7.6% or $13.2 million to $160.4 million in the third quarter of fiscal 2025 as compared to $173.6 million in the third quarter of fiscal 2024. SG&A as a percentage of net sales increased 370 basis points to 65.5% in the third quarter of fiscal 2025 as compared to 61.8% the third quarter of fiscal 2024.
Current report
(2) In the third quarter of fiscal 2025, Stuart Weitzman incurred charges affecting comparability of $0.6 million. Excluding those items affecting comparability, SG&A expenses decreased 22.0% or $8.1 million to $29.1 million in the third quarter of fiscal 2025 as compared to $37.2 million in the third quarter of fiscal 2024. SG&A as a percentage of net sales decreased 350 basis points to 62.9% in the third quarter of fiscal 2025 as compared to 66.4% the third quarter of fiscal 2024.
Current report
Operating income increased 24.2% or $49.4 million to $253.7 million in the third quarter of fiscal 2025 as compared to $204.3 million in the third quarter of fiscal 2024. Operating margin was 16.0% in the third quarter of fiscal 2025 as compared to 13.8% in the third quarter of fiscal 2024. Excluding items affecting comparability of $23.6 million in the third quarter of fiscal 2025, operating income increased $38.0 million to $277.3 million in the third quarter of fiscal 2025 from $239.3 million in the third quarter of fiscal 2024; and operating margin increased 140 basis points to 17.5% in the third quarter of fiscal 2025 as compared to 16.1% in the third quarter of fiscal 2024. This increase in operating margin was attributable to a 140 basis points increase in gross margin.
Current report
•Coach Operating Income increased $57.4 million to $420.1 million in the third quarter of fiscal 2025, resulting in an operating margin increase of 80 basis points to 32.4%, as compared to $362.7 million and 31.6%, respectively, in the third quarter of fiscal 2024. This increase in operating margin was primarily attributed to:
Current report
◦Gross Margin, increased 100 basis points mainly due to net pricing improvements, partially offset by unfavorable geography mix;
Current report
•Kate Spade Operating Income decreased $10.0 million to $0.0 million in the third quarter of fiscal 2025. Operating margin was 0.0% in the third quarter of fiscal 2025 as compared to 3.6% in the third quarter of fiscal 2024. Excluding items affecting comparability, operating income decreased $7.2 million to $2.8 million in the third quarter of fiscal 2025 from $10.0 million in the third quarter of fiscal 2024; and operating margin decreased 240 basis points to 1.2% in the third quarter of fiscal 2025 as compared to 3.6% in the third quarter of fiscal 2024. This decrease in operating margin was primarily attributed to:
Current report
◦Gross Margin, increased 130 basis points mainly due to net pricing improvements;
Current report
•Stuart Weitzman Operating Loss increased $0.9 million to a loss of $5.6 million in the third quarter of fiscal 2025. Operating margin was (12.1)% in the third quarter of fiscal 2025 as compared to (8.4)% in the third quarter of fiscal 2024. Excluding items affecting comparability, operating loss increased $0.3 million to a loss of $5.0 million in the third quarter of fiscal 2025 from a loss of $4.7 million in the third quarter of fiscal 2024; and operating margin decreased 230 basis points to (10.7)% in the third quarter of fiscal 2025 as compared to (8.4)% in the third quarter of fiscal 2024.
Current report
Net income increased 45.9% or $63.9 million to $203.3 million in the third quarter of fiscal 2025 as compared to $139.4 million in the third quarter of fiscal 2024. Excluding items affecting comparability, net income increased 15.6% or $29.7 million to $219.8 million in the third quarter of fiscal 2025 from $190.1 million in the third quarter of fiscal 2024.
Current report
During the third quarter of fiscal 2025, we updated the title of the items affecting comparability related to "Acquisition Costs" to "Acquisition and Divestiture Costs" to capture the costs related to the terminated Capri Acquisition as well as the Stuart Weitzman Business Divestiture.
Current report
First Nine Months of Fiscal 2025 Items
Current report
In the first nine months of fiscal 2025, the Company incurred charges as follows:
Current report
•Acquisition and Divestiture Costs - Includes costs related to the terminated Capri Acquisition and the Stuart Weitzman Business Divestiture. These charges include:
Current report
◦Stuart Weitzman Business Divestiture Costs: Total pre-tax charges of $18.6 million primarily due to the loss on business held for sale, store impairment, professional fees and share-based compensation expense.
Current report
•Organizational Efficiency Costs - Total pre-tax charges of $5.0 million primarily related to severance costs and technology costs.
Current report
First Nine Months of Fiscal 2024 Items
Current report
In the first nine months of fiscal 2024, the Company incurred charges as follows:
Current report
•Acquisition Costs - Total pre-tax charges of $166.6 million attributable to the Capri Acquisition. These charges include:
Current 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;
Current report
◦SG&A expenses: $82.9 million primarily related to professional fees recorded within Corporate.
Current report
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 report
SG&A expenses increased 6.5% or $182.1 million to $2.98 billion in the first nine months of fiscal 2025 as compared to $2.79 billion in the first nine months of fiscal 2024. As a percentage of net sales, SG&A expenses increased to 56.3% during the first nine months of fiscal 2025 from 55.0% during the first nine months of fiscal 2024. Excluding items affecting comparability of $112.4 million in the first nine months of fiscal 2025, SG&A expenses increased 5.6% or $152.6 million to $2.86 billion from $2.71 billion in the first nine months of fiscal 2024. SG&A expenses as a percentage of net sales increased 80 basis points to 54.1% compared to 53.3% in the first nine months of fiscal 2024. This increase in SG&A as a percentage of net sales was primarily due to higher marketing spend and higher compensation costs driven by accrued incentive compensation, partially offset by leverage of fixed costs on higher net sales.
Current report
(1) In the first nine months of fiscal 2025, Kate Spade incurred charges affecting comparability of $2.8 million. Excluding those items affecting comparability, SG&A expenses decreased 7.0% or $39.6 million to $528.6 million in the first nine months of fiscal 2025 as compared to $568.2 million in the first nine months of fiscal 2024. SG&A as a percentage of net sales increased 160 basis points to 56.0% in the first nine months of fiscal 2025 as compared to 54.4% in the first nine months of fiscal 2024.
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Removed paragraphs (33)
Previous report
During fiscal 2024, certain geopolitical events have impacted trade routes in the Red Sea which have modestly increased inventory in-transit times and costs. The Company has taken actions to minimize any potential disruptions and at this time, does not anticipate material impact to our business or operating results. We will continue to closely monitor the situation.
Previous report
SECOND QUARTER FISCAL 2025 COMPARED TO SECOND QUARTER FISCAL 2024
Previous report
Second Quarter Fiscal 2025 Items
Previous report
•Acquisition Costs - Total pre-tax charges of $197.6 million attributable to the Capri Acquisition. These charges include:
Previous report
◦Interest expense, net: $22.8 million of financing related charges which primarily includes the net impact of the Capri Acquisition Senior Notes.
Previous report
These actions taken together negatively impacted operating income by $55.4 million, increased Loss on extinguishment of debt by $119.4 million, increased interest expense by $22.8 million and reduced the provision for income tax by $57.8 million resulting in a net decrease in net income by $139.8 million or $0.62 per diluted share.
Previous report
Second Quarter Fiscal 2024 Items
Previous report
•Acquisition Costs - Total pre-tax charges of $72.4 million attributable to the Capri Acquisition. These charges include $44.1 million of financing related charges recorded in Interest expense, net, which primarily includes Bridge Facility financing fees, and the net impact of the Capri Acquisition Senior Notes, and $28.3 million primarily related to professional fees recorded in SG&A expense within Corporate.
Previous report
These actions taken together negatively impacted operating income by $28.3 million, increased interest expense by $44.1 million and reduced the provision for income tax by $18.0 million resulting in a net decrease in net income by $54.4 million or $0.24 per diluted share.
Previous report
Tapestry, Inc. Summary – Second Quarter of Fiscal 2025
Previous report
SG&A expenses increased 9.1% or $94.7 million to $1.14 billion in the second quarter of fiscal 2025 as compared to $1.05 billion in the second quarter of fiscal 2024. As a percentage of net sales, SG&A expenses increased to 51.9% during the second quarter of fiscal 2025 from 50.2% during the second quarter of fiscal 2024. Excluding items affecting comparability of $55.4 million in the second quarter of fiscal 2025, SG&A expenses increased 6.6% or $67.6 million to $1.08 billion from $1.02 billion in the second quarter of fiscal 2024. SG&A as a percentage of net sales increased 70 basis points to 49.4% as compared to 48.7% during the second quarter of fiscal 2024. This increase in SG&A as a percentage of net sales was primarily due to higher marketing spend.
Previous report
Operating income increased 10.1% or $45.2 million to $492.8 million in the second quarter of fiscal 2025 as compared to $447.6 million in the second quarter of fiscal 2024. Operating margin was 22.4% in the second quarter of fiscal 2025 as compared to 21.5% in the second quarter of fiscal 2024. Excluding items affecting comparability of $55.4 million in the second quarter of fiscal 2025, operating income increased $72.3 million to $548.2 million in the second quarter of fiscal 2025 from $475.9 million in the second quarter of fiscal 2024; and operating margin increased 210 basis points to 24.9% in the second quarter of fiscal 2025 as compared to 22.8% in the second 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 70 basis points in SG&A as a percentage of sales.
Previous report
•Coach Operating Income increased $92.6 million to $620.9 million in the second quarter of fiscal 2025, resulting in an operating margin increase of 210 basis points to 36.4%, as compared to $528.3 million and 34.3%, respectively, in the second quarter of fiscal 2024. This increase in operating margin was primarily attributed to:
Previous report
◦Gross Margin, increased 270 basis points mainly due to net pricing improvements;
Previous report
•Kate Spade Operating Income decreased $4.1 million to $68.0 million in the second quarter of fiscal 2025 and operating margin increased 70 basis points to 16.4%, as compared to $72.1 million and operating margin of 15.7% in the second quarter of fiscal 2024. This increase in operating margin was primarily attributed to:
Previous report
◦Gross Margin, increased 180 basis points mainly due to net pricing improvements and lower duty expenses;
Previous report
•Stuart Weitzman Operating Income decreased $2.4 million to an operating loss of $(1.0) million in the second quarter of fiscal 2025, resulting in an operating margin decrease of 320 basis points to (1.5)%, as compared to operating income of $1.4 million and operating margin of 1.7% in the second quarter of fiscal 2024.
Previous report
Net income decreased 3.7% or $11.9 million to $310.4 million in the second quarter of fiscal 2025 as compared to $322.3 million in the second quarter of fiscal 2024. Excluding items affecting comparability, net income increased 19.5% or $73.5 million to $450.2 million in the second quarter of fiscal 2025 from $376.7 million in the second quarter of fiscal 2024.
Previous report
First Six Months of Fiscal 2025 Items
Previous report
In the first six months of fiscal 2025, the Company incurred charges as follows:
Previous report
First Six Months of Fiscal 2024 Items
Previous report
In the first six months of fiscal 2024, the Company incurred charges as follows:
Previous report
•Acquisition Costs - Total pre-tax charges of $98.7 million attributable to the Capri Acquisition. These charges include $50.8 million of financing related charges recorded in Interest expense, net, which primarily includes Bridge Facility financing fees, and the net impact of the Capri Acquisition Senior Notes, and $47.9 million primarily related to professional fees recorded in SG&A expense within Corporate.
Previous report
These actions taken together negatively impacted operating income by $47.9 million, increased interest expense by $50.8 million and reduced the provision for income tax by $23.0 million resulting in a net decrease in net income by $75.7 million or $0.33 per diluted share.
Previous report
SG&A expenses increased 7.0% or $133.1 million to $2.02 billion in the first six months of fiscal 2025 as compared to $1.89 billion in the first six months of fiscal 2024. As a percentage of net sales, SG&A expenses increased to 54.6% during the first six months of fiscal 2025 from 52.5% during the first six months of fiscal 2024. Excluding items affecting comparability of $88.8 million in the first six months of fiscal 2025, SG&A expenses increased 5.0% or $92.2 million to $1.93 billion from $1.84 billion in the first six months of fiscal 2024. SG&A expenses as a percentage of net sales increased 110 basis points to 52.3% compared to 51.2% in the first six months of fiscal 2024. This increase in SG&A as a percentage of net sales was primarily due to higher marketing spend.
Previous report
•Coach Operating Income increased $107.9 million to $1.01 billion in the first six months of fiscal 2025, resulting in an operating margin increase of 170 basis points to 35.0%, as compared to $899.6 million and 33.3%, respectively, in the first six months of fiscal 2024. This increase in operating margin was primarily attributed to:
Previous report
◦Gross Margin, increased 290 basis points mainly due to net pricing improvements;
Previous report
◦SG&A expenses as a percentage of net sales, increased 120 basis points mainly due to higher marketing spend and an increase in distribution costs.
Previous report
•Kate Spade Operating Income decreased $3.7 million to $95.0 million in the first six months of fiscal 2025, resulting in an operating margin increase of 70 basis points to 13.6%, as compared to $98.7 million and 12.9%, respectively, in the first six months of fiscal 2024. This decrease in operating margin was primarily attributed to:
Previous report
•Stuart Weitzman Operating Loss increased $1.2 million to a loss of $8.4 million in the first six months of fiscal 2025, resulting in an operating margin decrease of 150 basis points to (6.8)%, as compared to an operating loss of $7.2 million in the first six months of fiscal 2024 and an operating margin of (5.3)%.
Previous report
Loss on Extinguishment of Debt
Previous report
Net income decreased 3.9% or $20.3 million to $497.0 million in the first six months of fiscal 2025 as compared to $517.3 million in the first six months of fiscal 2024. Excluding items affecting comparability, net income increased $98.8 million to $691.8 million in the first six months of fiscal 2025 from $593.0 million in the first six months of fiscal 2024.
Previous report
•Other liabilities were a source of cash of $8.8 million in the first six months of fiscal 2025 compared to a use of cash of $29.8 million in the first six months of fiscal 2024, primarily driven by the timing of transfer tax payments.
Reworded paragraphs (68)
Previous wording
•Results of operations. An analysis of our results of operations in thesecond quarter of fiscal 2025 compared to thesecond quarter of fiscal 2024 and firstsix months of fiscal 2025 compared to the firstsix months of fiscal 2024.
Current wording
•Results of operations. An analysis of our results of operations in thethird quarter of fiscal 2025 compared to thethird quarter of fiscal 2024 and first nine months of fiscal 2025 compared to the first nine months of fiscal 2024.
Previous 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.
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 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. 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
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. 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, completed the expected financing for the Capri Acquisition. 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, 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 was 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. On November 13, 2024, the Parties entered into a Termination Agreement (the “Termination Agreement”), pursuant to which the Parties agreed to terminate the Merger Agreement, including all schedules and exhibits thereto and all ancillary agreements contemplated thereby or entered pursuant thereto (the “Termination Date”), effective immediately. Pursuant to the Termination Agreement, the Company agreed to reimburse Capri for its expenses in an amount equal to $45.1 million in cash on November 14, 2024. The Parties also agreed to release each other from claims, demands, damages, actions, causes of action and liability relating to or arising out of the Merger Agreement and the transactions contemplated therein or thereby. Following termination of the Merger Agreement, the Parties and the FTC filed a stipulation withdrawing the appeal to the United States Court of Appeals for the Second Circuit on November 19, 2024 and the Second Circuit dismissed the appeal on November 20, 2024. The Parties and the FTC also filed a Joint Motion to dismiss the complaint in the administrative trial on November 15, 2024 and the FTC dismissed the complaint on December 4, 2024. On November 25, 2024, due to the termination of the Merger Agreement and pursuant to the terms of the indenture governing the Capri Acquisition Senior Notes, as supplemented, the Company…
Excerpt shortened here; the source contains the full paragraph.
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. 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, completed the expected financing for the Capri Acquisition. 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, 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 was 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. On November 13, 2024, the Parties entered into a Termination Agreement (the “Termination Agreement”), pursuant to which the Parties agreed to terminate the Merger Agreement, including all schedules and exhibits thereto and all ancillary agreements contemplated thereby or entered pursuant thereto (the “Termination Date”), effective immediately. Pursuant to the Termination Agreement, the Company agreed to reimburse Capri for its expenses in an amount equal to $45.1 million in cash on November 14, 2024. The Parties also agreed to release each other from claims, demands, damages, actions, causes of action and liability relating to or arising out of the Merger Agreement and the transactions contemplated therein or thereby. Following termination of the Merger Agreement, the Parties and the FTC filed a stipulation withdrawing the appeal to the United States Court of Appeals for the Second Circuit on November 19, 2024 and the Second Circuit dismissed the appeal on November 20, 2024. The Parties and the FTC also filed a Joint Motion to dismiss the complaint in the administrative trial on November 15, 2024 and the FTC dismissed the complaint on December 4, 2024. On November 25, 2024, due to the termination of the Merger Agreement and pursuant to the terms of the indenture governing the Capri Acquisition Senior Notes, as supplemented, the Company…
Excerpt shortened here; the source contains the full paragraph.
Previous wording
Currency volatility, geopolitical instability and political uncertainty, such as the potential impact of policies implemented and that may be implemented by the new U.S. Presidential Administration, including, but not limited to, changes to trade agreements, tax legislation 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, geopolitical instability and political uncertainty, such as the impact of policies implemented and that may be implemented by the U.S. Presidential Administration, including, but not limited to, changes to trade agreements, tax legislation or duty rates may also contribute to a worsening of the macroeconomic environment or adversely impact our business.
Previous wording
During the second 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 first quarter of fiscal 2025. 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.
Current wording
The macroeconomic environment remained challenging and volatile during the third quarter of fiscal 2025. 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 downwards since the second quarter of fiscal 2025. The forecast is below the historical growth average and is reflective of the current volatile environment, including escalation of trade tensions, 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 second 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, for the three months ended December 28, 2024, increased Net sales of $6.9 million, with no impact to either gross margin or operating margin. For the six months ended December 28, 2024, increased Net sales of $0.8 million, a positive impact to gross margin of approximately 20 basis points which benefited from the Company's hedging activity and approximately 10 basis point positive impact to operating margin.
Current wording
In the third 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, for the three months ended March 29, 2025, decreased Net sales of $22.5 million, no impact to gross margin and approximately 20 basis point negative impact to operating margin. For the nine months ended March 29, 2025, decreased Net sales of $21.6 million, a positive impact to gross margin of approximately 10 basis points which benefited from the Company's hedging activity and no impact to operating margin.
Previous wording
In response to the current environment, the Company continues to take strategic actions considering near-term exigencies and remains committed to maintaining the health of the brands and business.
Current wording
In response to the current environment, the Company is closely monitoring changes and continues to take strategic actions considering near-term exigencies and remains committed to maintaining the health of the brands and business.
Previous wording
The following table summarizes results of operations for the second quarter of fiscal 2025 compared to the second quarter of fiscal 2024. 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 third quarter of fiscal 2025 compared to the third 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 second 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.
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 third 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
◦SG&A expenses: $55.4 million primarily related to expense reimbursement payment made to Capri and professional fees recorded within Corporate;
Current wording
◦SG&A expenses: $35.0 million primarily related to professional fees recorded within Corporate;
Previous wording
The change in net sales for the second quarter of fiscal 2025 compared to the second quarter of fiscal 2024 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 third quarter of fiscal 2025 compared to the third quarter of fiscal 2024 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 wording
Net sales in the second quarter of fiscal 2025 increased 5.3% or $110.9 million to $2.20 billion. Excluding the impact of foreign currency, net sales increased by 5.0% or $104.0 million.
Current wording
Net sales in the third quarter of fiscal 2025 increased 6.9% or $102.2 million to $1.58 billion. Excluding the impact of foreign currency, net sales increased by 8.4% or $124.7 million.
Previous wording
•Coach Net Sales increased 10.9% or $167.4 million to $1.71 billion in the second quarter of fiscal 2025. Excluding the impact of foreign currency, net sales increased 10.5% or $161.5 million. This increase in net sales was primarily due to an increase of $135.3 million in DTC sales driven by an increase in both e-commerce and store sales globally, mainly driven by North America, Europe and Greater China. The increase in net sales was also attributed to a $30.3 million increase in wholesale sales, mainly driven by North America and Europe.
Current wording
•Coach Net Sales increased 12.9% or $147.9 million to $1.29 billion in the third quarter of fiscal 2025. Excluding the impact of foreign currency, net sales increased 14.6% or $167.2 million. This increase in net sales was primarily due to an increase of $149.8 million in DTC sales as a result of an increase in both e-commerce and store sales globally, mainly driven by North America, Greater China, and Europe. The increase in net sales was also attributed to a $28.2 million increase in wholesale sales, mainly driven by North America and Europe.
Previous wording
•Kate Spade Net Sales decreased 9.6% or $44.0 million to $416.4 million in the second quarter of fiscal 2025. Excluding the impact of foreign currency, net sales decreased 9.7% or $44.7 million. This decrease in net sales was due to a decrease of $49.3 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 a $3.6 million increase in wholesale sales.
Current wording
•Kate Spade Net Sales decreased 12.7% or $35.8 million to $244.9 million in the third quarter of fiscal 2025. Excluding the impact of foreign currency, net sales decreased 11.7% or $32.9 million. This decrease in net sales was due to a decrease of $31.9 million in DTC sales as a result of lower store and to a lesser extent, e-commerce sales.
Previous wording
•Stuart Weitzman Net Sales decreased 15.2% or $12.5 million to $69.7 million in the second quarter of fiscal 2025. Excluding the impact of foreign currency, net sales decreased 15.5% or $12.8 million.
Current wording
•Stuart Weitzman Net Sales decreased 17.7% or $9.9 million to $46.2 million in the third quarter of fiscal 2025. Excluding the impact of foreign currency, net sales decreased 17.2% or $9.6 million.
Previous wording
Gross profit increased 9.4% or $139.9 million to $1.63 billion in the second quarter of fiscal 2025 from $1.49 billion in the second quarter of fiscal 2024. Gross margin increased 280 basis points to 74.4% in the second quarter of fiscal 2025 from 71.6% in the second quarter of fiscal 2024. This increase in Gross margin was primarily attributed to net pricing improvements. Refer to "Current Macroeconomic Conditions and Outlook" for further information.
Current wording
Gross profit increased 8.9% or $98.4 million to $1.21 billion in the third quarter of fiscal 2025 from $1.11 billion in the third quarter of fiscal 2024. Gross margin increased 140 basis points to 76.1% in the third quarter of fiscal 2025 from 74.7% in the third quarter of fiscal 2024. This increase in Gross margin was primarily attributed to net pricing improvements.
Previous wording
(1)In the second quarter of fiscal 2025, Corporate incurred charges affecting comparability of $55.4 million. Excluding those items affecting comparability, SG&A expenses increased 11.0% or $13.8 million to $139.7 million in the second quarter of fiscal 2025 as compared to $125.9 million in the second quarter of fiscal 2024.
Current wording
(3) In the third quarter of fiscal 2025, Corporate incurred charges affecting comparability of $20.2 million. Excluding those items affecting comparability, SG&A expenses increased 9.2% or $11.9 million to $140.6 million in the third quarter of fiscal 2025 as compared to $128.7 million in the third quarter of fiscal 2024.
Previous wording
(2)Corporate expenses, which are included within SG&A expenses discussed above but are not directly attributable to a reportable segment.
Current wording
(4) Corporate expenses, which are included within SG&A expenses discussed above but are not directly attributable to a reportable segment.
Previous wording
◦SG&A expenses as a percentage of net sales, increased 60 basis points mainly due to higher marketing spend, partially offset by leverage of occupancy costs due to higher net sales.
Current wording
◦SG&A expenses as a percentage of net sales, increased 20 basis points mainly due to higher marketing spend, partially offset by leverage of fixed costs on higher net sales.
Previous wording
◦SG&A expenses as a percentage of net sales, increased 110 basis points mainly due to deleverage of marketing spend and compensation costs due to lower net sales.
Current wording
◦SG&A expenses as a percentage of net sales, increased 370 basis points mainly due to deleverage of fixed costs on lower net sales, partially offset by a decrease in distribution costs.
Previous wording
•Corporate Operating Expenses increased 26.5% or $40.9 million to $195.1 million in the second quarter of fiscal 2025. Excluding items affecting comparability, Corporate operating expenses increased $13.8 million to $139.7 million from $125.9 million in the second quarter of fiscal 2024. This increase in operating expenses was attributed to an increase in SG&A expenses primarily due to higher professional fees and increased compensation costs.
Current wording
•Corporate Operating Expenses decreased 1.7% or $2.9 million to $160.8 million in the third quarter of fiscal 2025. Excluding items affecting comparability, Corporate operating expenses increased $11.9 million to $140.6 million from $128.7 million in the third quarter of fiscal 2024. This increase in operating expenses was attributed to an increase in SG&A expenses primarily due to higher compensation costs driven by accrued incentive compensation.
Previous wording
Net interest expense decreased $24.7 million to $24.5 million in the second quarter of fiscal 2025 as compared to $49.2 million in the second quarter of fiscal 2024. Excluding items affecting comparability, net interest expense decreased $3.4 million to $1.7 million from $5.1 million in the second quarter of fiscal 2024. This decrease in net interest expense was mainly due to a decrease in interest expense on the Term Loan due 2027, the favorable impact of the net investment hedges and higher interest income partially offset by higher interest expense on the 2030 and 2035 Senior Notes, Revolving Credit Facility and Term Loan Credit Agreement.
Current wording
Net interest expense decreased $16.6 million to $15.4 million in the third quarter of fiscal 2025 as compared to $32.0 million in the third quarter of fiscal 2024. Excluding items affecting comparability, net interest expense increased $16.3 million to interest expense of $15.4 million from interest income of $0.9 million in the third quarter of fiscal 2024. This increase in net interest expense was mainly due to an increase in interest expense as a result of the issuance of the 2030 and 2035 Senior Notes and lower interest income, partially offset by a decrease in interest expense as a result of the repayment of the Term Loan due 2027.
Previous wording
Other expense (income) increased $7.6 million to Other expense of $2.9 million in the second quarter of fiscal 2025 as compared to Other income of $4.7 million in the second quarter of fiscal 2024. This increase in Other expense was related to an increase in foreign exchange losses.
Current wording
Other income increased $3.6 million to Other income of $0.8 million in the third quarter of fiscal 2025 as compared to Other expense of $2.8 million in the third 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 10.1% in the second quarter of fiscal 2025 as compared to 20.0% in the second quarter of fiscal 2024. Excluding items affecting comparability, the effective tax rate was 17.1% in the second quarter of fiscal 2025 as compared to 20.8% in the second quarter of fiscal 2024. This decrease in our effective tax rate was primarily attributable to the excess tax windfall related to the exercise of share-based compensation awards and geographic mix of earnings.
Current wording
The effective tax rate was 14.9% in the third quarter of fiscal 2025 as compared to 17.7% in the third quarter of fiscal 2024. Excluding items affecting comparability, the effective tax rate was 16.4% in the third quarter of fiscal 2025 as compared to 19.9% in the third quarter of fiscal 2024. This decrease in our effective tax rate was primarily attributable to discrete items recorded during the period, partially offset by geographic mix of earnings.
Previous wording
Net income per diluted share was $1.38 in the second quarter of fiscal 2025 as compared to net income per diluted share of $1.39 in the second quarter of fiscal 2024. Excluding items affecting comparability, net income per diluted share increased $0.37 to $2.00 in the second quarter of fiscal 2025 from $1.63 in the second quarter of fiscal 2024, primarily due to higher net income and a decrease in shares outstanding.
Current wording
Net income per diluted share was $0.95 in the third quarter of fiscal 2025 as compared to net income per diluted share of $0.60 in the third quarter of fiscal 2024. Excluding items affecting comparability, net income per diluted share increased $0.22 to $1.03 in the third quarter of fiscal 2025 from $0.81 in the third quarter of fiscal 2024, primarily due to higher net income and a decrease in shares outstanding.
Previous wording
FIRST SIX MONTHS FISCAL 2025 COMPARED TO FIRST SIX MONTHS FISCAL 2024
Current wording
FIRST NINE MONTHS FISCAL 2025 COMPARED TO FIRST NINE MONTHS FISCAL 2024
Previous wording
The following table summarizes results of operations for the first six months of fiscal 2025 compared to the first six months of fiscal 2024. 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 nine months of fiscal 2025 compared to the first nine months 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 first six months 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.
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 nine months 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
•Acquisition Costs - Total pre-tax charges of $268.4 million attributable to the Capri Acquisition. These charges include:
Current wording
◦Capri Acquisition Costs: Total pre-tax charges of $268.4 million primarily related to:
Previous wording
◦Loss on extinguishment of debt - $119.4 million primarily related to redemption premiums, as well as unamortized debt issuance costs and discounts, as a result of the redemption of the Capri Acquisition Senior Notes in the first six months of fiscal 2025 due to the termination of the Capri Acquisition agreement;
Current wording
▪Loss on extinguishment of debt - $119.4 million primarily related to redemption premiums, as well as unamortized debt issuance costs and discounts, as a result of the redemption of the Capri Acquisition Senior Notes in the first nine months of fiscal 2025 due to the termination of the Capri Acquisition agreement;
Previous wording
◦SG&A expenses: $88.8 million primarily related to expense reimbursement payment made to Capri and professional fees recorded within Corporate;
Current wording
▪SG&A expenses: $88.8 million primarily related to expense reimbursement payment made to Capri and professional fees recorded;
Previous wording
◦Interest expense, net: $60.2 million of financing related charges which primarily includes the net impact of the Capri Acquisition Senior Notes.
Current wording
▪Interest expense, net: $60.2 million of financing related charges which primarily includes the net impact of the Capri Acquisition Senior Notes; and
Previous wording
These actions taken together negatively impacted operating income by $88.8 million, increased Loss on extinguishment of debt by $119.4 million, increased interest expense by $60.2 million and reduced the provision for income tax by $73.6 million resulting in a net decrease in net income by $194.8 million or $0.85 per diluted share.
Current wording
These actions taken together negatively impacted operating income by $112.4 million, increased Loss on extinguishment of debt by $119.4 million, increased interest expense by $60.2 million and reduced the provision for income tax by $80.7 million resulting in a net increase in net income by $211.3 million or $0.93 per diluted share.
Previous wording
Tapestry, Inc. Summary – First Six Months of Fiscal 2025
Current wording
Tapestry, Inc. Summary – First Nine Months of Fiscal 2025
Previous wording
The change in net sales for the first six months of fiscal 2025 compared to the first six months of fiscal 2024 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 nine months of fiscal 2025 compared to the first nine months of fiscal 2024 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 wording
Net sales in the first six months of fiscal 2025 increased 2.9% or $105.2 million to $3.70 billion. Excluding the impact of foreign currency, net sales increased by 2.9% or $104.4 million.
Current wording
Net sales in the first nine months of fiscal 2025 increased 4.1% or $207.4 million to $5.29 billion. Excluding the impact of foreign currency, net sales increased by 4.5% or $229.0 million.
Previous wording
•Coach Net Sales increased 6.7% or $180.6 million to $2.88 billion in the first six months of fiscal 2025. Excluding the impact of foreign currency, net sales increased 6.7% or $179.7 million. This increase in net sales was primarily due to an increase of $168.1 million in DTC sales driven by an increase in both e-commerce and store sales, mainly driven by North America and Europe. The increase in net sales was also attributed to a $18.5 million increase in wholesale sales, mainly driven by Europe and Greater China.
Current wording
•Coach Net Sales increased 8.5% or $328.5 million to $4.17 billion in the first nine months of fiscal 2025. Excluding the impact of foreign currency, net sales increased 9.0% or $346.9 million. This increase in net sales was primarily due to an increase of $317.9 million in DTC sales as a result of an increase in both e-commerce and store sales, mainly driven by North America and Europe. The increase in net sales was also attributed to a $46.7 million increase in wholesale sales, mainly driven by Europe and North America.
Previous wording
•Kate Spade Net Sales decreased 8.4% or $64.0 million to $699.6 million in the first six months of fiscal 2025. Excluding the impact of foreign currency, net sales decreased 8.3% or $63.6 million. This decrease in net sales was due to a decrease of $73.6 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 $8.5 million in wholesale sales.
Current wording
•Kate Spade Net Sales decreased 9.6% or $99.8 million to $944.5 million in the first nine months of fiscal 2025. Excluding the impact of foreign currency, net sales decreased 9.2% or $96.5 million. This decrease in net sales was due to a decrease of $105.5 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 $8.1 million in wholesale sales.
Previous wording
•Stuart Weitzman Net Sales decreased 8.5% or $11.4 million to $123.4 million in the first six months of fiscal 2025. Excluding the impact of foreign currency, net sales decreased 8.7% or $11.7 million.
Current wording
•Stuart Weitzman Net Sales decreased 11.2% or $21.3 million to $169.6 million in the first nine months of fiscal 2025. Excluding the impact of foreign currency, net sales decreased 11.2% or $21.4 million.
Previous wording
Gross profit increased 6.8% or $177.1 million to $2.77 billion in the first six months of fiscal 2025 from $2.59 billion in the first six months of fiscal 2024. Gross margin increased 280 basis points to 74.8% in the first six months of fiscal 2025 from 72.0% in the first six months of fiscal 2024. This increase in Gross margin was primarily attributed to net pricing improvements and lower freight costs. Refer to "Current Macroeconomic Conditions and Outlook" for further information.
Current wording
Gross profit increased 7.5% or $275.5 million to $3.97 billion in the first nine months of fiscal 2025 from $3.70 billion in the first nine months of fiscal 2024. Gross margin increased 240 basis points to 75.2% in the first nine months of fiscal 2025 from 72.8% in the first nine months of fiscal 2024. This increase in Gross margin was primarily attributed to net pricing improvements.
Showing the first 40 of 68 pairs. Open the source sections for the rest.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
As of March 29, 2025 the Company had $800.0 million of additional shares available to be repurchased as authorized under the 2022 Share Repurchase Program and no remaining availability to repurchase shares under the 2025 Share Repurchase Program.
Rearranged previous paragraphs (4)
Previous report — wording carried elsewhere
In the second quarter of fiscal 2025, the Company incurred charges as follows:
Previous report — wording carried elsewhere
◦Loss on extinguishment of debt - $119.4 million primarily related to redemption premiums, as well as unamortized debt issuance costs and discounts, as a result of the redemption of the Capri Acquisition Senior Notes in the second quarter of fiscal 2025 due to the termination of the Capri Acquisition agreement;
Previous report — wording carried elsewhere
In the second quarter of fiscal 2024, the Company incurred charges as follows:
Previous report — wording carried elsewhere
Loss on extinguishment of debt increased $120.1 million in the second quarter of fiscal 2025 to $120.1 million as compared to $0.0 million in the second quarter of fiscal 2024. Excluding items affecting comparability, Loss on extinguishment of debt was $0.7 million in the second quarter of fiscal 2025 as compared to $0.0 million in the second quarter of fiscal 2024.