Tapestry(US:TPR)2025-08-14 10:50Part I Business Tapestry, Inc. is a global house of brands, primarily comprising Coach and kate spade new york, following the divestiture of Stuart Weitzman, operating mainly through Direct-to-Consumer channels with a 'futurespeed' growth strategy focused on customer relationships, product innovation, omni-channel experience, and global growth - Tapestry operates through three reportable segments: Coach, Kate Spade, and Stuart Weitzman Coach is the largest, representing 79.9% of total net sales in fiscal 2025, followed by Kate Spade at 17.1% and Stuart Weitzman at 3.0%24 - On February 16, 2025, the Company entered into an agreement to sell the Stuart Weitzman business to Caleres, Inc The sale was completed subsequent to the fiscal year-end on August 4, 202521 - The company's 'futurespeed' growth strategy, introduced in fiscal 2023, is built on four pillars: building lasting customer relationships, fueling fashion innovation, delivering compelling omni-channel experiences, and powering global growth2328 Net Sales by Product Category (Fiscal 2025) | Category | Amount (millions) | % of Total Net Sales | | :--- | :--- | :--- | | Handbags | $3,846.3 | 54.9% | | Accessories | $1,809.3 | 25.8% | | Footwear | $612.8 | 8.7% | | Other | $742.3 | 10.6% | | Total Tapestry | $7,010.7 | 100.0% | Total Store Count by Brand (2023-2025) | Brand | 2025 | 2024 | 2023 | | :--- | :--- | :--- | :--- | | Total Coach | 931 | 930 | 939 | | Total Kate Spade | 360 | 378 | 397 | | Total Stuart Weitzman | 80 | 94 | 93 | | Total Tapestry | 1,371 | 1,402 | 1,429 | Risk Factors The company identifies several key risks across macroeconomic conditions, business specifics, information security, indebtedness, and corporate responsibility, including international trade disputes, economic downturns, and cybersecurity threats - The company faces significant risks from potential changes to international trade agreements and the imposition of new or increased tariffs, particularly on goods from Vietnam, Cambodia, the Philippines, and mainland China, where its products are primarily manufactured8788 - Economic downturns, recessions, and inflation could adversely affect consumer purchases of discretionary items like the Company's products, which tend to decline when disposable income is lower8990 - Cybersecurity threats and personal data breaches pose a serious risk, potentially damaging customer relationships, harming reputation, and exposing the company to litigation and fines under regulations like GDPR and CCPA136138 - As of June 28, 2025, the company had approximately $2.39 billion in consolidated debt This substantial indebtedness could restrict its ability to engage in additional transactions or incur more debt and requires compliance with financial covenants, such as a maximum net leverage ratio142144 - Risks associated with climate change could disrupt the supply chain, impact raw material availability and pricing, and lead to increased operational and compliance costs due to new legislation148149 Unresolved Staff Comments The company reports that there are no unresolved staff comments from the Securities and Exchange Commission - None172 Cybersecurity Tapestry manages cybersecurity risk through its Enterprise Risk Management (ERM) program, with Board and Audit Committee oversight, comprehensive risk assessments, and a multi-year strategy - Cybersecurity risk is managed through a formal Enterprise Risk Management (ERM) program with direct oversight from the Board of Directors and its Audit Committee173179 - The Chief Information Security Officer (CISO), who has over 30 years of experience, manages the cybersecurity program and provides quarterly updates to the Audit Committee and annual updates to the full Board180181 - The company utilizes independent third-party experts for cybersecurity maturity assessments based on the NIST framework and has processes for vulnerability management, security monitoring, incident response, and employee awareness training175177184 - During the three fiscal years presented, the company's results of operations and financial condition have not been materially affected by cybersecurity risks and incidents179 Properties The company leases all of its key fulfillment, corporate, and product development facilities, including major centers in Florida and New York, with leases expiring through fiscal 2037 Key Leased Facilities | Location | Use | Approx. Square Footage | | :--- | :--- | :--- | | Jacksonville, Florida | Coach North America fulfillment | 1,050,000 | | Las Vegas, Nevada | Coach North America fulfillment | 789,000 | | Westchester, Ohio | Kate Spade & Stuart Weitzman NA fulfillment | 601,000 | | New York, New York | Corporate global headquarters | 546,000 | - All key properties, including fulfillment centers, corporate offices, and retail stores, are leased Leases expire at various times through fiscal 2036 and 2037185186 Legal Proceedings The company is involved in various routine legal proceedings, with detailed information available in Note 13, "Commitments and Contingencies," of the consolidated financial statements - Refer to Note 13, "Commitments and Contingencies," for details on legal proceedings187 Mine Safety Disclosures This item is not applicable to the company - Not applicable188 Part II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Tapestry's common stock trades on the NYSE under "TPR", with active share repurchase programs, including a $2.00 billion ASR program initiated in November 2024, and its stock performance significantly outpaced market indices - On November 13, 2024, the Board authorized a $2.00 billion share repurchase program Subsequently, on November 21, 2024, the company entered into Accelerated Share Repurchase (ASR) agreements for this amount, receiving an initial delivery of 28,363,766 shares196 - As of June 28, 2025, the company had $800.0 million remaining under its 2022 Share Repurchase Program197 Cumulative Total Stockholder Return (5-Year Period) | Index | Fiscal 2020 | Fiscal 2025 | | :--- | :--- | :--- | | TPR | $100.00 | $779.94 | | S&P 1500 Apparel, Accessories & Luxury Goods | $100.00 | $101.11 | | S&P 500 | $100.00 | $221.32 | Management's Discussion and Analysis of Financial Condition and Results of Operations In fiscal 2025, Tapestry's net sales grew 5.1% to $7.01 billion, driven by Coach, but operating income fell sharply to $415.0 million due to significant one-time charges, including $854.8 million impairment and $268.4 million from the terminated Capri acquisition - The company terminated its merger agreement with Capri Holdings Limited on November 13, 2024, resulting in significant one-time costs, including a $45.1 million expense reimbursement to Capri and the redemption of all senior notes issued for the acquisition financing206 - During the fourth quarter of fiscal 2025, the company recorded significant impairment charges related to the Kate Spade brand: $244.1 million for goodwill and $610.7 million for the indefinite-lived brand intangible asset, totaling $854.8 million217227 Fiscal 2025 vs. Fiscal 2024 Results of Operations | Metric (in millions, except per share) | FY 2025 (GAAP) | FY 2024 (GAAP) | % Change | | :--- | :--- | :--- | :--- | | Net Sales | $7,010.7 | $6,671.2 | 5.1% | | Gross Profit | $5,288.9 | $4,889.5 | 8.2% | | Operating Income (Loss) | $415.0 | $1,140.1 | (63.6)% | | Net Income (Loss) | $183.2 | $816.0 | (77.6)% | | Diluted EPS | $0.82 | $3.50 | (76.5)% | Net Sales by Brand (FY2025 vs. FY2024) | Brand | FY 2025 Sales (millions) | FY 2024 Sales (millions) | % Change | | :--- | :--- | :--- | :--- | | Coach | $5,598.5 | $5,095.3 | 9.9% | | Kate Spade | $1,197.1 | $1,334.4 | (10.3)% | | Stuart Weitzman | $215.1 | $241.5 | (10.9)% | Quantitative and Qualitative Disclosures About Market Risk The company is exposed to market risks from foreign currency exchange rates and interest rates, managed through derivative instruments, with a hypothetical 10% change in the U.S. dollar impacting the derivative portfolio by $294 million - The company uses forward currency contracts and cross-currency swaps to hedge against foreign exchange rate fluctuations on inventory transactions, intercompany loans, and net investments in foreign subsidiaries312313315 - A sensitivity analysis as of June 28, 2025, indicated that a 10% appreciation or depreciation of the U.S. Dollar against hedged foreign currencies would result in a net change of approximately $294 million in the fair value of the derivative portfolio, which would be largely offset by changes in the underlying hedged items316 - Interest rate risk is primarily attributable to borrowings under the $2.00 billion Amended Revolving Credit Facility, which bear variable interest rates based on benchmarks like SOFR317318 Financial Statements and Supplementary Data This section refers to the Index to Financial Statements at the end of the Form 10-K, which includes the consolidated financial statements and supplementary data - This section directs the reader to the detailed financial statements and schedules located at the end of the report322 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - None323 Controls and Procedures Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures and internal control over financial reporting were effective as of the fiscal year-end - The principal executive and financial officers concluded that the company's disclosure controls and procedures were effective as of June 28, 2025324 - Management concluded that the company's internal control over financial reporting was effective as of June 28, 2025, based on the COSO framework325 Other Information The company reports that there was no adoption, modification, or termination of any Rule 10b5-1 plan or other trading arrangements by its directors and officers during the fourth quarter ended June 28, 2025 - No Rule 10b5-1 plans were adopted, modified, or terminated by directors and officers in the fourth quarter of fiscal 2025328 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections This item is not applicable to the company - None329 Part III Directors, Executive Officers and Corporate Governance Information required for this item will be incorporated by reference from the company's 2025 Proxy Statement, to be filed within 120 days of the fiscal year-end - Information is incorporated by reference from the 2025 Proxy Statement332 Executive Compensation Information required for this item will be incorporated by reference from the company's 2025 Proxy Statement - Information is incorporated by reference from the 2025 Proxy Statement333 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Information required for this item will be incorporated by reference from the company's 2025 Proxy Statement - Information is incorporated by reference from the 2025 Proxy Statement334 Certain Relationships and Related Transactions, and Director Independence Information required for this item will be incorporated by reference from the company's 2025 Proxy Statement - Information is incorporated by reference from the 2025 Proxy Statement336 Principal Accounting Fees and Services Information required for this item will be incorporated by reference from the company's 2025 Proxy Statement - Information is incorporated by reference from the 2025 Proxy Statement337 Part IV Exhibits and Financial Statement Schedules This section lists the financial statements, financial statement schedules (specifically Schedule II - Valuation and Qualifying Accounts), and exhibits filed as part of the Form 10-K report - Lists all financial statements, schedules, and exhibits filed with the report339 Form 10-K Summary The company indicates that there is no Form 10-K summary - None346 Financial Statements and Notes Consolidated Financial Statements The consolidated financial statements present Tapestry's financial position, results of operations, and cash flows for the fiscal years ended June 28, 2025, and June 29, 2024, with net income significantly decreasing to $183.2 million in fiscal 2025 due to impairment and acquisition-related charges Consolidated Balance Sheet Summary (FY2025 vs FY2024) | Account (in millions) | June 28, 2025 | June 29, 2024 | | :--- | :--- | :--- | | Total Current Assets | $2,905.6 | $8,803.7 | | Total Assets | $6,580.5 | $13,396.3 | | Total Current Liabilities | $1,556.9 | $1,711.6 | | Total Liabilities | $5,722.7 | $10,499.4 | | Total Stockholders' Equity | $857.8 | $2,896.9 | Consolidated Statement of Operations Summary (FY2025 vs FY2024) | Account (in millions) | FY 2025 | FY 2024 | | :--- | :--- | :--- | | Net Sales | $7,010.7 | $6,671.2 | | Gross Profit | $5,288.9 | $4,889.5 | | Operating Income (Loss) | $415.0 | $1,140.1 | | Net Income (Loss) | $183.2 | $816.0 | Notes to Consolidated Financial Statements The notes provide detailed information on the Stuart Weitzman divestiture, costs from the terminated Capri acquisition, significant impairment charges for Kate Spade's goodwill and brand intangible assets, and a comprehensive breakdown of debt and lease obligations - Stuart Weitzman Divestiture: The company entered an agreement to sell the Stuart Weitzman business on Feb 16, 2025, which was completed on Aug 4, 2025 As of year-end, related assets of $176.4 million and liabilities of $48.2 million were classified as held for sale471472477 - Terminated Capri Acquisition: The company incurred $268.4 million in pre-tax expenses in FY2025 related to the terminated Capri acquisition, including debt extinguishment costs, financing fees, and an expense reimbursement payment to Capri479482 - Goodwill and Intangible Asset Impairment: In FY2025, the company recorded a goodwill impairment charge of $244.1 million and a brand intangible asset impairment charge of $610.7 million, both related to the Kate Spade segment568570 Net Sales by Geography (Fiscal 2025) | Geography | Amount (millions) | | :--- | :--- | | North America | $4,516.5 | | Greater China | $1,059.7 | | Other Asia | $895.1 | | Other | $539.4 | | Total | $7,010.7 |