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0001530721false00015307212022-08-092022-08-09

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 9, 2022
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CAPRI HOLDINGS LTD
(Exact name of Registrant as Specified in its Charter)
001-35368
(Commission File Number)
British Virgin Islands   N/A
(State or other jurisdiction
of incorporation)
  (I.R.S. Employer
Identification No.)
33 Kingsway
London, United Kingdom
WC2B 6UF
(Address of Principal Executive Offices)
44 207 632 8600
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Trading Symbol(s) Name of Each Exchange on which Registered
Ordinary Shares, no par value CPRI New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.




ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On August 9, 2022, Capri Holdings Limited issued a press release containing its unaudited financial results for its first fiscal quarter ended July 2, 2022. A copy of the press release is attached hereto as Exhibit 99.1.


ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit
No.
    
  
Press Released issued by Capri Holdings Limited, dated August 9, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

Exhibit 99.1 is furnished to comply with Item 2.02 and Item 9.01 of Form 8-K. Exhibit 99.1 is not to be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall Exhibit 99.1 be deemed incorporated by reference in any filing under the Securities Act of 1933 (except as shall be expressly set forth by specific reference in such filing).





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CAPRI HOLDINGS LIMITED

Date: August 9, 2022
By: /s/ Thomas J. Edwards, Jr.
Name:  Thomas J. Edwards, Jr.
Title: Executive Vice President, Chief Financial Officer and Chief Operating Officer


EX-99.1 2 cpri8-k07022022exhibit991.htm EX-99.1 Document
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Exhibit 99.1
Capri Holdings Limited Announces First Quarter Fiscal 2023 Results
Achieved Record First Quarter Revenue and Adjusted Earnings Per Share
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London — August 9, 2022 — Capri Holdings Limited (NYSE:CPRI), a global fashion luxury group, today announced its financial results for the first quarter of Fiscal 2023 ended July 2, 2022.
First Quarter Fiscal 2023 Highlights
•Revenue increased 8.5% on a reported basis and 15.2% in constant currency, with better than anticipated results across all three luxury houses
•Adjusted operating margin of 18.5%
•Adjusted earnings per share of $1.50

John D. Idol, the Company's Chairman and Chief Executive Officer, said, "We are pleased with our first quarter performance with revenue, gross margin, operating margin and earnings per share all exceeding our expectations. Better than anticipated results were driven by strong momentum across all three luxury houses reflecting the power of our brands as they continue to deepen consumer desire and engagement."

Mr. Idol continued, "Looking forward, we remain optimistic about the long-term growth potential for Versace, Jimmy Choo and Michael Kors. With our portfolio of iconic, founder-led fashion luxury brands, Capri Holdings is positioned to deliver multiple years of revenue and earnings growth." The Company’s results are reported in this press release in accordance with accounting principles generally accepted in the United States ("GAAP") and on an adjusted, non-GAAP basis.


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First Quarter Fiscal 2023 Results
Financial Results and non-GAAP Reconciliation
A reconciliation of GAAP to non-GAAP financial information is provided at the end of this press release. Due to the current and ongoing impact of the COVID-19 pandemic, the Company will not be providing comparable store sales results. The Company believes the most comprehensive measure of performance in this environment is total revenues compared to the same period in the prior year.
Overview of Capri Holdings First Quarter Fiscal 2023 Results:
•Total revenue of $1.36 billion increased 8.5% compared to last year. On a constant currency basis, total revenue increased 15.2%.
•Gross profit was $901 million and gross margin was 66.3%, compared to $856 million and 68.3% in the prior year. Adjusted gross profit was $900 million and adjusted gross margin was 66.2%, compared to $853 million and 68.1% in the prior year.
•Income from operations was $231 million and operating margin was 17.0%, compared to $258 million and 20.6% in the prior year. Adjusted income from operations was $251 million and operating margin was 18.5%, compared to $261 million and 20.8% in the prior year.
•Net income was $201 million, or $1.40 per diluted share, compared to $219 million, or $1.41 per diluted share, in the prior year. Adjusted net income was $215 million, or $1.50 per diluted share, compared to $221 million or, $1.42 per diluted share, in the prior year.
•Net inventory on July 2, 2022 was $1.265 billion, a 66% increase compared to the prior year. Relative to pre-COVID levels, first quarter inventory increased 25%. Higher inventory was planned reflecting the Company's new programs to receive seasonal merchandise earlier as well as hold more core inventory.
Versace First Quarter Fiscal 2023 Results:
•Versace revenue of $275 million increased 14.6% compared to the prior year. On a constant currency basis, total revenue increased 29.6%.
•Versace operating income was $52 million and operating margin was 18.9%, compared to $48 million and 20.0% in the prior year.
Jimmy Choo First Quarter Fiscal 2023 Results:
•Jimmy Choo revenue of $172 million increased 21.1% compared to the prior year. On a constant currency basis, total revenue increased 30.3%.
•Jimmy Choo operating income was $19 million and operating margin was 11.0%, compared to $11 million and 7.7% in the prior year.
Michael Kors First Quarter Fiscal 2023 Results:
•Michael Kors revenue of $913 million increased 4.8% compared to the prior year. On a constant currency basis, total revenue increased 8.7%.
•Michael Kors operating income was $222 million and operating margin was 24.3%, compared to $240 million and 27.6% in the prior year.


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Share Repurchase Program
During the first quarter, the Company repurchased approximately 6.1 million ordinary shares for approximately $300 million in open market transactions. As of July 2, 2022, the remaining availability under the Company's share repurchase authorization was $700 million.
Outlook
The following guidance is provided on an adjusted, non-GAAP basis. Due to the ongoing dynamic nature of the COVID-19 pandemic, financial results could differ materially from the current outlook due to a number of external events which are not reflected in our guidance, including any significant additional store closures or new government restrictions that could further impact traffic and sales trends as well as any greater supply chain disruptions that could further extend inventory delays or increase transportation expenses.
Fiscal Year 2023 Outlook
For Capri Holdings, the Company expects the following:
•Total revenue of approximately $5.85 billion
•Gross margin approximately flat to fiscal 2022
•Operating margin of approximately 18%
•Net interest income of approximately $10 million
•Effective tax rate of approximately 10%
•Weighted average diluted shares outstanding of approximately 140 million
•Diluted earnings per share of approximately $6.85
•Ending inventory to be below prior year
For Versace, the Company expects the following:
•Total revenue of approximately $1.175 billion
•Operating margin of approximately 16%
For Jimmy Choo, the Company expects the following:
•Total revenue of approximately $650 million
•Operating margin of approximately 5%
For Michael Kors, the Company expects the following:
•Total revenue of approximately $4.025 billion
•Operating margin of approximately 24%
Second Quarter Fiscal 2023 Outlook
For Capri Holdings, the Company expects the following:
•Total revenue of approximately $1.4 billion
•Operating margin of approximately 17%
•Net interest income of approximately $3 million
•Effective tax rate of approximately 11%
•Weighted average diluted shares outstanding of approximately 139 million
•Diluted earnings per share of approximately $1.55


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For Versace, the Company expects the following:
•Total revenue of approximately $300 million
•Operating margin in the mid teens
For Jimmy Choo, the Company expects the following:
•Total revenue of approximately $140 million
•Operating margin slightly positive
For Michael Kors, the Company expects the following:
•Total revenue of approximately $960 million
•Operating margin in the low-to-mid 20% range
Fiscal Year 2023 Quarterly Outlook
For Capri Holdings, the Company expects the following:
  Second Quarter Third Quarter Fourth Quarter FY2023
Revenue ~$1.40B ~$1.65B ~$1.44B ~$5.85B
Adjusted Operating Margin ~17% ~22% ~14% ~18%
Adjusted EPS ~$1.55 ~$2.45 ~$1.35 ~$6.85
Conference Call Information
A conference call to discuss first quarter Fiscal 2023 results is scheduled for today, August 9, 2022 at 8:30 a.m. ET. A live webcast of the conference call will be available on the Company’s website, www.capriholdings.com. In addition, a replay will be available shortly after the conclusion of the call and remain available until August 16, 2022. To access the telephone replay, listeners should dial 1-844-512-2921 or 1-412-317-6671 for international callers. The access code for the replay is 13731647. A replay of the webcast will also be available within two hours of the conclusion of the call.
Use of Non-GAAP Financial Measures
Constant currency effects are non-GAAP financial measures, which are provided to supplement our reported operating results to facilitate comparisons of our operating results and trends in our business, excluding the effects of foreign currency rate fluctuations. Because we are a global company, foreign currency exchange rates may have a significant effect on our reported results. We calculate constant currency measures and the related foreign currency impacts by translating the current year’s reported amounts into comparable amounts using prior year’s foreign exchange rates for each currency. All constant currency performance measures discussed should be considered a supplement to and not in lieu of our operating performance measures calculated in accordance with U.S. GAAP. Additionally, this earnings release includes certain non-GAAP financial measures that exclude certain costs associated with COVID-19 related charges, ERP implementation costs, Capri transformation costs, restructuring and other charges. The Company uses non-GAAP financial measures, among other things, to evaluate its operating performance and in order to represent the manner in which the Company conducts and views its business. The Company believes that excluding these items helps its management and investors compare operating performance based on its ongoing operations. While the Company considers the non-GAAP measures to be useful supplemental measures in analyzing its results, they are not intended to replace, nor act as a substitute for, any amounts presented in its consolidated financial statements prepared in conformity with U.S. GAAP and may be different from non-GAAP measures reported by other companies.
About Capri Holdings Limited
Capri Holdings Limited is a global fashion luxury group, consisting of iconic brands Versace, Jimmy Choo and Michael Kors that are industry leaders in design, style and craftsmanship. Its brands cover the full spectrum of fashion luxury categories including women’s and men’s accessories, footwear and ready-to-wear as well as wearable technology, watches, jewelry, eyewear and a full line of fragrance products.


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The Company’s goal is to continue to extend the global reach of its brands while ensuring that they maintain their independence and exclusive DNA. Capri Holdings Limited is publicly listed on the New York Stock Exchange under the ticker CPRI.


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Forward-Looking Statements
This press release contains statements which are, or may be deemed to be, “forward-looking statements.” Forward-looking statements are prospective in nature and are not based on historical facts, but rather on current expectations and projections of the management of Capri Holdings Limited (the “Company”) about future events and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. All statements other than statements of historical facts included herein, may be forward-looking statements. Without limitation, any statements preceded or followed by or that include the words “plans”, “believes”, “expects”, “intends”, “will”, “should”, “could”, “would”, “may”, “anticipates”, “might” or similar words or phrases, are forward-looking statements. These forward-looking statements are not guarantees of future financial performance. Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions, which could cause actual results to differ materially from those projected or implied in any forward-looking statements. These risks, uncertainties and other factors include the impact of the COVID-19 pandemic; levels of cash flow and future availability of credit; compliance with restrictive covenants under the Company’s credit agreement; the Company’s ability to integrate successfully and to achieve anticipated benefits of any acquisition and to successfully execute our growth strategies; the risk of disruptions to the Company’s businesses; risks associated with operating in international markets and our global sourcing activities, including disruptions or delays in manufacturing or shipments; the risk of cybersecurity threats and privacy of data security breaches; the negative effects of events on the market price of the Company’s ordinary shares and its operating results; significant transaction costs; unknown liabilities; the risk of litigation and/or regulatory actions related to the Company’s businesses; fluctuations in demand for the Company’s products; levels of indebtedness (including the indebtedness incurred in connection with acquisitions); the timing and scope of future share buybacks, which may be made in open market or privately negotiated transactions, and are subject to market conditions, applicable legal requirements, trading restrictions under the Company’s insider trading policy and other relevant factors, and which share repurchases may be suspended or discontinued at any time; the level of other investing activities and uses of cash; changes in consumer traffic and retail trends; high consumer debt levels, recession and inflationary pressures; loss of market share and industry competition; fluctuations in the capital markets; fluctuations in interest and exchange rates; the occurrence of unforeseen epidemics and pandemics, disasters or catastrophes; extreme weather conditions and natural disasters; political or economic instability in principal markets; adverse outcomes in litigation; and general, local and global economic, political, business and market conditions including acts of war and other geopolitical conflicts; as well as those risks set forth in the Company’s filings with the U.S. Securities and Exchange Commission (the "SEC"), including the Company’s Annual Report on Form 10-K for the fiscal year ended April 2, 2022 (File No. 001-35368). Any forward-looking statement in this press release speaks only as of the date made and the Company disclaims any obligation to update or revise any forward-looking or other statements contained herein other than in accordance with legal and regulatory obligations.
CONTACTS:
Investor Relations:
Jennifer Davis
+1 (201) 514-8234
Jennifer.Davis@CapriHoldings.com
Media:
Dinesh Kandiah
+1 (917) 934-2427
Press@CapriHoldings.com


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SCHEDULE 1
CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In millions, except share and per share data)
(Unaudited)
 
  Three Months Ended
July 2,
2022
June 26,
2021
Total revenue $ 1,360  $ 1,253 
Cost of goods sold 459  397 
Gross profit 901  856 
Total operating expenses 670  598 
Income from operations 231  258 
Interest (income) expense, net (4)
Foreign currency loss
Income before income taxes 231  256 
Provision for income taxes 28  37 
Net income 203  219 
Less: Net income attributable to noncontrolling interests — 
Net income attributable to Capri $ 201  $ 219 
Weighted average ordinary shares outstanding:
Basic 141,913,586  151,312,103 
Diluted 143,733,984  154,890,483 
Net income per ordinary share:
Basic $ 1.42  $ 1.45 
Diluted $ 1.40  $ 1.41 



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SCHEDULE 2
CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In millions, except share data)
(Unaudited)
July 2,
2022
April 2,
2022
June 26,
2021
Assets
Current assets
Cash and cash equivalents $ 221  $ 169  $ 356 
Receivables, net 394  434  382 
Inventories, net 1,265  1,096  760 
Prepaid expenses and other current assets 201  192  209 
Total current assets 2,081  1,891  1,707 
Property and equipment, net 466  476  472 
Operating lease right-of-use assets 1,388  1,358  1,468 
Intangible assets, net 1,739  1,847  1,996 
Goodwill 1,336  1,418  1,512 
Deferred tax assets 231  240  281 
Other assets 369  250  188 
Total assets $ 7,610  $ 7,480  $ 7,624 
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable $ 540  $ 555  $ 464 
Accrued payroll and payroll related expenses 123  165  131 
Accrued income taxes 136  52  101 
Short-term operating lease liabilities 399  414  442 
Short-term debt 37  29  127 
Accrued expenses and other current liabilities 379  351  297 
Total current liabilities 1,614  1,566  1,562 
Long-term operating lease liabilities 1,465  1,467  1,594 
Deferred tax liabilities 476  432  443 
Long-term debt 1,382  1,131  1,206 
Other long-term liabilities 295  326  369 
Total liabilities 5,232  4,922  5,174 
Commitments and contingencies
Shareholders’ equity
Ordinary shares, no par value; 650,000,000 shares authorized; 223,503,792 shares issued and 137,956,977 outstanding at July 2, 2022; 221,967,599 shares issued and 142,806,269 outstanding at April 2, 2022 and 220,973,560 shares issued and 151,942,484 outstanding at June 26, 2021
—  —  — 
Treasury shares, at cost (85,546,815 shares at July 2, 2022, 79,161,330 shares at April 2, 2022 and 69,031,076 shares at June 26, 2021)
(4,299) (3,987) (3,385)
Additional paid-in capital 1,294  1,260  1,201 
Accumulated other comprehensive income 89  194  147 
Retained earnings 5,293  5,092  4,489 
Total shareholders’ equity of Capri 2,377  2,559  2,452 
Noncontrolling interest (1) (2)
Total shareholders’ equity 2,378  2,558  2,450 
Total liabilities and shareholders’ equity $ 7,610  $ 7,480  $ 7,624 


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SCHEDULE 3
CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED SEGMENT DATA
($ in millions)
(Unaudited)
  Three Months Ended
July 2,
2022
June 26,
2021
Revenue by Segment and Region:
Versace The Americas $ 115  $ 87 
EMEA 107  87 
Asia 53  66 
Versace Revenue 275  240 
Jimmy Choo The Americas 54  38 
EMEA 66  50 
Asia 52  54 
Jimmy Choo Revenue 172  142 
Michael Kors The Americas 625  590 
EMEA 191  165 
Asia 97  116 
Michael Kors Revenue 913  871 
Total Revenue $ 1,360  $ 1,253 
Income from Operations:
Versace $ 52  $ 48 
Jimmy Choo 19  11 
Michael Kors 222  240 
Total segment income from operations 293  299 
Less: Corporate expenses (60) (41)
Restructuring and other charges (3) (3)
COVID-19 related charges
Total Income from Operations $ 231  $ 258 
Operating Margin:
Versace 18.9  % 20.0  %
Jimmy Choo 11.0  % 7.7  %
Michael Kors 24.3  % 27.6  %
Capri Operating Margin 17.0  % 20.6  %


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SCHEDULE 4
CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
SUPPLEMENTAL RETAIL STORE INFORMATION
(Unaudited)
    As of
Retail Store Information: July 2,
2022
June 26,
2021
Versace 208  208 
Jimmy Choo 236  233 
Michael Kors 821  820 
Total number of retail stores 1,265  1,261 


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SCHEDULE 5
CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
CONSTANT CURRENCY DATA
(In millions)
(Unaudited)
  Three Months Ended % Change
July 2,
2022
June 26,
2021
As
Reported
Constant
Currency
Total Revenue:
Versace $ 275  $ 240  14.6  % 29.6  %
Jimmy Choo 172  142  21.1  % 30.3  %
Michael Kors 913  871  4.8  % 8.7  %
Total Revenue $ 1,360  $ 1,253  8.5  % 15.2  %





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SCHEDULE 6

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(In millions, except per share data)
(Unaudited)
Three Months Ended July 2, 2022
As
Reported
Restructuring and Other Charges (1)
COVID-19 Related Charges ERP Implementation Capri Transformation As
Adjusted
Gross profit $ 901  $ —  $ (1) $ —  $ —  $ 900 
Operating expenses $ 670  $ (3) $ —  $ (9) $ (9) $ 649 
Total income from operations $ 231  $ $ (1) $ $ $ 251 
Income before provision for income taxes $ 231  $ $ (1) $ $ $ 251 
Provision for income taxes $ 28  $ $ —  $ $ $ 34 
Net income attributable to Capri $ 201  $ $ (1) $ $ $ 215 
Diluted net income per ordinary share - Capri $ 1.40  $ 0.01  $ —  $ 0.05  $ 0.04  $ 1.50 
______________________
(1)Primarily Includes other costs recorded in connection with the acquisitions of Gianni Versace S.r.l and costs related to other restructuring initiatives.


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SCHEDULE 7

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(In millions, except per share data)
(Unaudited)
Three Months Ended June 26, 2021
As Reported
Restructuring and Other Charges (1)
COVID-19 Related Charges ERP Implementation As Adjusted
Gross profit $ 856  $ —  $ (3) $ —  $ 853 
Operating expenses $ 598  $ (3) $ —  $ (3) $ 592 
Total income from operations $ 258  $ $ (3) $ $ 261 
Income before provision for income taxes $ 256  $ $ (3) $ $ 259 
Provision for income taxes $ 37  $ $ (1) $ $ 38 
Net income attributable to Capri $ 219  $ $ (2) $ $ 221 
Diluted net income per ordinary share - Capri $ 1.41  $ 0.01  $ (0.01) $ 0.01  $ 1.42 
______________________
(1)Includes store closure costs which have been incorporated into the Capri Retail Store Optimization Program, other restructuring initiatives, and other costs recorded in connection with the acquisitions of Gianni Versace S.r.l. and Jimmy Choo Group Limited.