Fossil Announces Intention to Proceed with the UK Proceeding and Extension of Exchange Offer for Its Senior Notes

Core Points - Fossil Group, Inc. announced the successful receipt of requisite consents for the UK Proceeding Amendments related to its 7.00% Senior Notes due 2026, allowing the company to proceed with an English law restructuring plan [1] - The company received 82.67% of valid tenders for the exchange offer but did not meet the minimum requirement of 90%, leading to an extension of the expiration date for the Exchange Offer, Consent Solicitation, and Rights Offering to November 10, 2025 [2][4] - The principal amount of Old Notes tendered includes $118,017,000 from New Money Participants (78.68%) and $5,993,125 from Non-New Money Participants (4.00%), totaling $124,010,125 [4] Company Actions - The company executed a supplemental indenture to the Old Notes Indenture, changing the governing law to the laws of England and Wales as part of the restructuring process [1] - The company has filed registration statements with the SEC in connection with the Exchange Offer, Consent Solicitation, and Rights Offering, which include a prospectus dated September 25, 2025 [4][5] Future Considerations - The company reserves the right to terminate, withdraw, amend, or further extend the Exchange Offer, Consent Solicitation, and Rights Offering independently at any time [2]