Tapestry, Inc. (NYSE: TPR) (the “Company”), a house of iconic
accessories and lifestyle brands consisting of Coach, Kate Spade,
and Stuart Weitzman, announced the pricing of $4,500,000,000
aggregate principal amount of senior unsecured notes in five
tranches, as follows:
Description
Amount
Maturity
7.050 percent Senior Notes
$500,000,000
November 27, 2025
7.000 percent Senior Notes
$750,000,000
November 27, 2026
7.350 percent Senior Notes
$1,000,000,000
November 27, 2028
7.700 percent Senior Notes
$1,000,000,000
November 27, 2030
7.850 percent Senior Notes
$1,250,000,000
November 27, 2033
The offering is expected to close, subject to normal closing
conditions, on November 27, 2023.
The Company intends to use the net proceeds from this offering,
together with borrowings under new term loans, the proceeds of
additional debt financing, cash on hand, cash on hand at Capri
Holdings Limited (“Capri”) and anticipated future cash flow, to pay
a portion of the consideration for the previously-announced
acquisition (the “Capri Acquisition”) of Capri and to pay related
fees and expenses. Pending the consummation of the Capri
Acquisition, the net proceeds from this offering may be invested
temporarily in cash equivalents or short-term investments. There
will be no escrow account or security interest for the benefit of
the holders of the notes.
BofA Securities, Morgan Stanley and J.P. Morgan are acting as
joint lead book-running managers for the offering.
Important Information
The securities described above are being offered pursuant to an
automatic shelf registration statement on Form S-3 (File No.
333-253071) filed by the Company on February 12, 2021, and only by
means of a prospectus supplement and accompanying prospectus. A
preliminary prospectus supplement and an issuer free writing
prospectus have been filed, and a prospectus supplement related to
the offering and accompanying prospectus have been or will be filed
with the Securities and Exchange Commission (the “SEC”) and are or
will be available on the SEC’s website located at
http://www.sec.gov.
When available, copies of the prospectus supplement and the
accompanying prospectus relating to these securities may be
obtained from any of (i) BofA Securities, Inc., NC1-022-02-25, 201
North Tryon Street, Charlotte, North Carolina 28255, Attention:
Prospectus Department or by email at
dg.prospectus_requests@bofa.com or by telephone at 1-800-294-1322;
(ii) Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor,
New York, New York 10014, Attention: Prospectus Department or by
email at prospectus@morganstanley.com or by telephone at
1-866-718-1649; or (iii) J.P. Morgan Securities LLC, c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, New York
11717 or call collect at 212-834-4533.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Tapestry, Inc.
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 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. The Company’s common stock is traded on the New
York Stock Exchange under the symbol TPR.
This press release may contain certain “forward-looking
statements” within the meaning of the federal securities laws,
including Section 27A of the Securities Act and Section 21E of the
Exchange Act, and are based on management’s current expectations,
that involve risks and uncertainties that could cause our actual
results to differ materially from our current expectations. In this
context, forward-looking statements often address expected future
business and financial performance and financial condition, and
often contain words such as “may,” “can,” “continue,” “project,”
“should,” “expect,” “confidence,” “goals,” “trends,” “anticipate,”
“intend,” “estimate,” “on track,” “future,” “well positioned to,”
“plan,” “potential,” “position,” “believe,” “seek,” “see,” “will,”
“would,” “target,” similar expressions, and variations or negatives
of these words. Forward-looking statements by their nature address
matters that are, to different degrees, uncertain. Such statements
involve risks, uncertainties and assumptions. If such risks or
uncertainties materialize or such assumptions prove incorrect, our
results could differ materially from those expressed or implied by
such forward-looking statements and assumptions. All statements
other than statements of historical fact are statements that could
be deemed forward-looking statements. We assume no obligation to
revise or update any such forward-looking statements for any
reason, except as required by law. Our actual results could differ
materially from the results contemplated by these forward-looking
statements and are subject to a number of risks, uncertainties,
estimates and assumptions that may cause actual results to differ
materially from current expectations due to a number of factors,
including, but not limited to: the impact of economic conditions,
recession and inflationary measures; the impact of the coronavirus
pandemic; our exposure to international risks, including currency
fluctuations and changes in economic or political conditions in the
markets where we sell or source our products; our ability to retain
the value of our brands and to respond to changing fashion and
retail trends in a timely manner, including our ability to execute
on our e-commerce and digital strategies; our ability to
successfully implement the initiatives under our 2025 growth
strategy; the effect of existing and new competition in the
marketplace; our ability to control costs; the effect of seasonal
and quarterly fluctuations on our sales or operating results; the
risk of cyber security threats and privacy or data security
breaches; our ability to protect against infringement of our
trademarks and other proprietary rights; the impact of tax and
other legislation; the risks associated with potential changes to
international trade agreements and the imposition of additional
duties on importing our products; our ability to achieve intended
benefits, cost savings and synergies from acquisitions, including
our proposed acquisition of Capri Holdings Limited; the impact of
pending and potential future legal proceedings; and the risks
associated with climate change and other corporate responsibility
issues.
These factors are not necessarily all of the factors that could
cause actual results to differ materially from those expressed in
any of our forward-looking statements. A detailed discussion of
significant risk factors that have the potential to cause our
actual results to differ materially from our expectations is
described in “Risk Factors” on in Part I, Item 1A of the 2023 Form
10-K, which we have filed with the SEC and is incorporated by
reference herein, and in future filings with the SEC. We undertake
no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events,
or otherwise, except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20231115966606/en/
Tapestry, Inc. Media: Andrea Shaw Resnick Chief Communications
Officer 212/629-2618 aresnick@tapestry.com Analysts and Investors:
Christina Colone Global Head of Investor Relations 212/946-7252
ccolone@tapestry.com Kelsey Mueller 212/946-8183 Director of
Investor Relations kmueller@tapestry.com
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