UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

for the quarterly period ended April ~~30, 2022~~29, 2023 or


☐			Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

for the transition period from to

Commission file number 1-32349

SIGNET JEWELERS LIMITED


(Exact name of Registrant as specified in its charter)


Bermuda						Not Applicable
(State or other jurisdiction of incorporation)						(I.R.S. Employer Identification No.)

Clarendon House

2 Church Street

Hamilton HM11

Bermuda

(441) 296 5872

(Address and telephone number including area code of principal executive offices)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on which Registered

Common Shares of $0.18 each

SIG

The New York Stock Exchange

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes x No o

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x Accelerated filer o Non-accelerated filer o Smaller reporting company ☐ 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. o

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

Indicate the number of shares outstanding of each of the issuer’s classes of Common Stock, as of the latest practicable date.

Common Shares, $0.18 par value, ~~46,514,362~~45,408,751 shares as of June ~~3, 2022~~2, 2023

Table of Contents

SIGNET JEWELERS LIMITED

TABLE OF CONTENTS

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

SIGNET JEWELERS LIMITED

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


		13 weeks ended				13 weeks ended
(in millions, except per share amounts)	(in millions, except per share amounts)	April 30, 2022		May 1, 2021			Notes	(in millions, except per share amounts)	April 29, 2023		April 30, 2022		Notes
Sales	Sales	$	1,838.3	$	1,688.8		3	Sales	$	1,668.0	$	1,838.3	3
Cost of sales	Cost of sales	(1,114.6)		(1,010.4)				Cost of sales	(1,036.0)		(1,114.6)
Gross margin	Gross margin	723.7		678.4				Gross margin	632.0		723.7
Selling, general and administrative expenses	Selling, general and administrative expenses	(533.1)		(512.0)				Selling, general and administrative expenses	(530.4)		(533.1)
Other operating income (expense)	Other operating income (expense)	(190.4)		2.3			20	Other operating income (expense)	0.1		(190.4)		19
Operating income	Operating income	0.2		168.7			5	Operating income	101.7		0.2		5
Interest expense, net		(4.4)		(3.9)
Other non-operating income (expense)		(134.5)		0.1			20
Interest income (expense), net								Interest income (expense), net	5.6		(4.4)
Other non-operating expense, net								Other non-operating expense, net	(0.4)		(134.5)		19
Income (loss) before income taxes	Income (loss) before income taxes	(138.7)		164.9				Income (loss) before income taxes	106.9		(138.7)
Income taxes	Income taxes	55.2		(26.5)			10	Income taxes	(9.5)		55.2		10
Net income (loss)	Net income (loss)	$	(83.5)	$	138.4			Net income (loss)	$	97.4	$	(83.5)
Dividends on redeemable convertible preferred shares	Dividends on redeemable convertible preferred shares	(8.6)		(8.6)			7	Dividends on redeemable convertible preferred shares	(8.6)		(8.6)		7
Net income (loss) attributable to common shareholders	Net income (loss) attributable to common shareholders	$	(92.1)	$	129.8			Net income (loss) attributable to common shareholders	$	88.8	$	(92.1)

Earnings (loss) per common share:	Earnings (loss) per common share:							Earnings (loss) per common share:
Basic	Basic	$	(1.89)	$	2.49		8	Basic	$	1.96	$	(1.89)	8
Diluted	Diluted	$	(1.89)	$	2.23		8	Diluted	$	1.79	$	(1.89)	8
Weighted average common shares outstanding:	Weighted average common shares outstanding:							Weighted average common shares outstanding:
Basic	Basic	48.8		52.1			8	Basic	45.3		48.8		8
Diluted	Diluted	48.8		62.0			8	Diluted	54.5		48.8		8

The accompanying notes are an integral part of these condensed consolidated financial statements.

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SIGNET JEWELERS LIMITED

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)


		13 weeks ended													13 weeks ended
		April 30, 2022						May 1, 2021							April 29, 2023						April 30, 2022
(in millions)	(in millions)	Pre-tax amount		Tax (expense) benefit		After-tax amount		Pre-tax amount		Tax (expense) benefit		After-tax amount		(in millions)	Pre-tax amount		Tax (expense) benefit		After-tax amount		Pre-tax amount		Tax (expense) benefit		After-tax amount
Net income (loss)	Net income (loss)					$	(83.5)					$	138.4	Net income (loss)					$	97.4					$	(83.5)
Other comprehensive income (loss):
Other comprehensive (loss) income:														Other comprehensive (loss) income:
Foreign currency translation adjustments	Foreign currency translation adjustments	(16.8)		—		(16.8)		6.7		—		6.7		Foreign currency translation adjustments	1.2		—		1.2		(16.8)		—		(16.8)
Available-for-sale securities:	Available-for-sale securities:													Available-for-sale securities:
Unrealized loss	Unrealized loss	(0.3)		—		(0.3)		(0.1)		—		(0.1)		Unrealized loss	—		—		—		(0.3)		—		(0.3)

Cash flow hedges:	Cash flow hedges:													Cash flow hedges:
Unrealized gain (loss)		1.2		(0.2)		1.0		(0.1)		—		(0.1)
Reclassification adjustment for losses to earnings		—		—		—		0.2		—		0.2
Unrealized (loss) gain														Unrealized (loss) gain	(0.2)		—		(0.2)		1.2		(0.2)		1.0
Reclassification adjustment for gains to earnings														Reclassification adjustment for gains to earnings	(0.5)		0.1		(0.4)		—		—		—
Pension plan:	Pension plan:													Pension plan:
Actuarial gain (loss)		(0.5)		0.1		(0.4)		—		—		—
Actuarial loss														Actuarial loss	—		—		—		(0.5)		0.1		(0.4)
Reclassification adjustment for amortization of actuarial losses to earnings	Reclassification adjustment for amortization of actuarial losses to earnings	0.9		(0.2)		0.7		0.2		—		0.2		Reclassification adjustment for amortization of actuarial losses to earnings	—		—		—		0.9		(0.2)		0.7
Reclassification adjustment for amortization of net prior service costs to earnings	Reclassification adjustment for amortization of net prior service costs to earnings	0.1		—		0.1		—		—		—		Reclassification adjustment for amortization of net prior service costs to earnings	—		—		—		0.1		—		0.1
Reclassification adjustment for pension settlement loss to earnings		131.9		(25.0)		106.9		—		—		—
Total other comprehensive income		$	116.5	$	(25.3)	$	91.2	$	6.9	$	—	$	6.9
Reclassification adjustment for pension settlement (gain) loss to earnings														Reclassification adjustment for pension settlement (gain) loss to earnings	0.2		(4.1)		(3.9)		131.9		(25.0)		106.9
Total other comprehensive (loss) income														Total other comprehensive (loss) income	$	0.7	$	(4.0)	$	(3.3)	$	116.5	$	(25.3)	$	91.2
Total comprehensive income	Total comprehensive income					$	7.7					$	145.3	Total comprehensive income					$	94.1					$	7.7

The accompanying notes are an integral part of these condensed consolidated financial statements.

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SIGNET JEWELERS LIMITED

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)


(in millions, except par value per share amount)	(in millions, except par value per share amount)	April 30, 2022		January 29, 2022		May 1, 2021		Notes	(in millions, except par value per share amount)	April 29, 2023		January 28, 2023		April 30, 2022		Notes
Assets	Assets								Assets
Current assets:	Current assets:								Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	927.6	$	1,418.3	$	1,298.4		Cash and cash equivalents	$	655.9	$	1,166.8	$	927.6
Accounts receivable, net		17.1		19.9		78.9		12
Accounts receivable									Accounts receivable	19.8		14.5		17.1
Other current assets	Other current assets	209.9		208.6		187.1			Other current assets	178.5		165.9		209.9
Income taxes	Income taxes	144.7		23.2		58.4			Income taxes	45.4		9.6		144.7
Inventories	Inventories	2,216.2		2,060.4		2,019.0		13	Inventories	2,183.5		2,150.3		2,216.2		12
Total current assets	Total current assets	3,515.5		3,730.4		3,641.8			Total current assets	3,083.1		3,507.1		3,515.5
Non-current assets:	Non-current assets:								Non-current assets:
Property, plant and equipment, net of accumulated depreciation and amortization of $1,265.9 (January 29, 2022 and May 1, 2021: $1,248.9 and $1,208.7, respectively)		561.1		575.9		544.5
Property, plant and equipment, net of accumulated depreciation and amortization of $1,372.8 (January 28, 2023 and April 30, 2022: $1,352.7 and $1,265.9, respectively)									Property, plant and equipment, net of accumulated depreciation and amortization of $1,372.8 (January 28, 2023 and April 30, 2022: $1,352.7 and $1,265.9, respectively)	568.2		586.5		561.1
Operating lease right-of-use assets	Operating lease right-of-use assets	1,141.8		1,206.6		1,301.2		14	Operating lease right-of-use assets	1,072.7		1,049.3		1,141.8		13
Goodwill	Goodwill	486.4		484.6		244.9		15	Goodwill	751.4		751.7		486.4		14
Intangible assets, net	Intangible assets, net	313.5		314.2		190.6		15	Intangible assets, net	406.8		407.4		313.5		14
Other assets	Other assets	232.4		226.1		241.0			Other assets	286.2		281.7		232.4
Deferred tax assets	Deferred tax assets	35.6		37.3		16.8			Deferred tax assets	37.0		36.7		35.6
Total assets	Total assets	$	6,286.3	$	6,575.1	$	6,180.8		Total assets	$	6,205.4	$	6,620.4	$	6,286.3
Liabilities, Redeemable convertible preferred shares, and Shareholders’ equity	Liabilities, Redeemable convertible preferred shares, and Shareholders’ equity								Liabilities, Redeemable convertible preferred shares, and Shareholders’ equity
Current liabilities:	Current liabilities:								Current liabilities:

Accounts payable	Accounts payable	$	880.7	$	899.8	$	700.1		Accounts payable	$	701.5	$	879.0	$	880.7
Accrued expenses and other current liabilities	Accrued expenses and other current liabilities	610.6		501.6		517.2			Accrued expenses and other current liabilities	378.1		638.7		610.6
Deferred revenue	Deferred revenue	336.9		341.3		310.0		3	Deferred revenue	368.7		369.5		336.9		3
Operating lease liabilities	Operating lease liabilities	287.2		300.0		345.7		14	Operating lease liabilities	273.9		288.2		287.2		13
Income taxes	Income taxes	24.4		28.0		24.5			Income taxes	53.3		72.7		24.4
Total current liabilities	Total current liabilities	2,139.8		2,070.7		1,897.5			Total current liabilities	1,775.5		2,248.1		2,139.8
Non-current liabilities:	Non-current liabilities:								Non-current liabilities:
Long-term debt	Long-term debt	147.1		147.1		146.8		18	Long-term debt	147.5		147.4		147.1		17
Operating lease liabilities	Operating lease liabilities	948.1		1,005.1		1,087.3		14	Operating lease liabilities	902.0		894.7		948.1		13
Other liabilities	Other liabilities	103.7		117.6		108.9			Other liabilities	96.8		100.1		103.7
Deferred revenue	Deferred revenue	867.1		857.6		797.7		3	Deferred revenue	874.9		880.1		867.1		3
Deferred tax liabilities	Deferred tax liabilities	171.1		160.9		171.1			Deferred tax liabilities	172.9		117.6		171.1
Total liabilities	Total liabilities	4,376.9		4,359.0		4,209.3			Total liabilities	3,969.6		4,388.0		4,376.9
Commitments and contingencies	Commitments and contingencies	0		0		0		21	Commitments and contingencies							20
Series A redeemable convertible preferred shares of $.01 par value: authorized 500 shares, 0.625 shares outstanding (January 29, 2022 and May 1, 2021: 0.625 shares outstanding, respectively)		652.6		652.1		650.9		6
Redeemable Series A Convertible Preference Shares $0.01 par value: authorized 500 shares, 0.625 shares outstanding (January 28, 2023 and April 30, 2022: 0.625 shares outstanding, respectively)									Redeemable Series A Convertible Preference Shares $0.01 par value: authorized 500 shares, 0.625 shares outstanding (January 28, 2023 and April 30, 2022: 0.625 shares outstanding, respectively)	654.3		653.8		652.6		6
Shareholders’ equity:	Shareholders’ equity:								Shareholders’ equity:
Common shares of $.18 par value: authorized 500 shares, 46.5 shares outstanding (January 29, 2022 and May 1, 2021: 49.9 and 52.7 outstanding, respectively)		12.6		12.6		12.6
Common shares of $0.18 par value: authorized 500 shares, 45.4 shares outstanding (January 28, 2023 and April 30, 2022: 44.9 and 46.5 outstanding, respectively)									Common shares of $0.18 par value: authorized 500 shares, 45.4 shares outstanding (January 28, 2023 and April 30, 2022: 44.9 and 46.5 outstanding, respectively)	12.6		12.6		12.6
Additional paid-in capital	Additional paid-in capital	236.8		231.2		252.2			Additional paid-in capital	210.5		259.7		236.8
Other reserves	Other reserves	0.4		0.4		0.4			Other reserves	0.4		0.4		0.4
Treasury shares at cost: 23.5 shares (January 29, 2022 and May 1, 2021: 20.1 and 17.3 shares, respectively)		(1,474.2)		(1,206.7)		(965.2)
Treasury shares at cost: 24.6 shares (January 28, 2023 and April 30, 2022: 25.1 and 23.5 shares, respectively)									Treasury shares at cost: 24.6 shares (January 28, 2023 and April 30, 2022: 25.1 and 23.5 shares, respectively)	(1,556.5)		(1,574.7)		(1,474.2)
Retained earnings	Retained earnings	2,740.9		2,877.4		2,304.2			Retained earnings	3,182.0		3,144.8		2,740.9
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(259.7)		(350.9)		(283.6)		9	Accumulated other comprehensive loss	(267.5)		(264.2)		(259.7)		9
Total shareholders’ equity	Total shareholders’ equity	1,256.8		1,564.0		1,320.6			Total shareholders’ equity	1,581.5		1,578.6		1,256.8
Total liabilities, redeemable convertible preferred shares and shareholders’ equity	Total liabilities, redeemable convertible preferred shares and shareholders’ equity	$	6,286.3	$	6,575.1	$	6,180.8		Total liabilities, redeemable convertible preferred shares and shareholders’ equity	$	6,205.4	$	6,620.4	$	6,286.3

The accompanying notes are an integral part of these condensed consolidated financial statements.

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SIGNET JEWELERS LIMITED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


		13 weeks ended					13 weeks ended
(in millions)	(in millions)	April 30, 2022		May 1, 2021		(in millions)	April 29, 2023		April 30, 2022
Cash flows from operating activities
Operating activities						Operating activities
Net income (loss)	Net income (loss)	$	(83.5)	$	138.4	Net income (loss)	$	97.4	$	(83.5)
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:
Adjustments to reconcile net income (loss) to net cash used in operating activities:						Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization	Depreciation and amortization	40.0		42.1		Depreciation and amortization	43.1		40.0
Amortization of unfavorable contracts	Amortization of unfavorable contracts	(0.5)		(1.4)		Amortization of unfavorable contracts	(0.5)		(0.5)
Share-based compensation	Share-based compensation	10.5		8.0		Share-based compensation	11.3		10.5
Deferred taxation	Deferred taxation	(14.9)		9.5		Deferred taxation	51.5		(14.9)

Pension settlement loss	Pension settlement loss	131.9		—		Pension settlement loss	0.2		131.9

Other non-cash movements	Other non-cash movements	5.1		2.0		Other non-cash movements	2.3		5.1
Changes in operating assets and liabilities, net of acquisitions:	Changes in operating assets and liabilities, net of acquisitions:					Changes in operating assets and liabilities, net of acquisitions:
Decrease in accounts receivable		2.8		9.8
(Increase) decrease in accounts receivable						(Increase) decrease in accounts receivable	(5.4)		2.8

(Increase) decrease in other assets and other receivables		(7.3)		44.0
(Increase) decrease in inventories		(167.3)		19.3
Increase in other assets and other receivables						Increase in other assets and other receivables	(22.2)		(7.3)
Increase in inventories						Increase in inventories	(29.8)		(167.3)
Decrease in accounts payable	Decrease in accounts payable	(23.6)		(122.2)		Decrease in accounts payable	(170.3)		(23.6)
Increase in accrued expenses and other liabilities		105.1		18.0
(Decrease) increase in accrued expenses and other liabilities						(Decrease) increase in accrued expenses and other liabilities	(264.9)		105.1
Change in operating lease assets and liabilities	Change in operating lease assets and liabilities	(4.4)		(31.2)		Change in operating lease assets and liabilities	(31.3)		(4.4)
Increase in deferred revenue		5.4		34.4
(Decrease) increase in deferred revenue						(Decrease) increase in deferred revenue	(7.8)		5.4
Change in income tax receivable and payable	Change in income tax receivable and payable	(125.6)		(8.4)		Change in income tax receivable and payable	(55.4)		(125.6)
Pension plan contributions	Pension plan contributions	(9.2)		(1.2)		Pension plan contributions	—		(9.2)
Net cash (used in) provided by operating activities		(135.5)		161.1
Net cash used in operating activities						Net cash used in operating activities	(381.8)		(135.5)
Investing activities	Investing activities					Investing activities
Purchase of property, plant and equipment	Purchase of property, plant and equipment	(20.8)		(11.3)		Purchase of property, plant and equipment	(27.1)		(20.8)
Purchase of available-for-sale securities		—		(1.0)
Proceeds from sale of available-for-sale securities		0.5		1.9
Acquisitions, net of cash acquired		(1.9)		(14.4)

Acquisitions						Acquisitions	—		(1.9)
Other investing activities, net						Other investing activities, net	—		0.5
Net cash used in investing activities	Net cash used in investing activities	(22.2)		(24.8)		Net cash used in investing activities	(27.1)		(22.2)
Financing activities	Financing activities					Financing activities
Dividends paid on common shares	Dividends paid on common shares	(9.0)		—		Dividends paid on common shares	(9.0)		(9.0)
Dividends paid on redeemable convertible preferred shares	Dividends paid on redeemable convertible preferred shares	(8.2)		—		Dividends paid on redeemable convertible preferred shares	(8.2)		(8.2)

Repurchase of common shares	Repurchase of common shares	(268.2)		—		Repurchase of common shares	(39.1)		(268.2)

Other financing activities		(40.2)		(13.7)
Other financing activities, net						Other financing activities, net	(44.4)		(40.2)
Net cash used in financing activities	Net cash used in financing activities	(325.6)		(13.7)		Net cash used in financing activities	(100.7)		(325.6)
Cash and cash equivalents at beginning of period	Cash and cash equivalents at beginning of period	1,418.3		1,172.5		Cash and cash equivalents at beginning of period	1,166.8		1,418.3
(Decrease) increase in cash and cash equivalents		(483.3)		122.6
Decrease in cash and cash equivalents						Decrease in cash and cash equivalents	(509.6)		(483.3)
Effect of exchange rate changes on cash and cash equivalents	Effect of exchange rate changes on cash and cash equivalents	(7.4)		3.3		Effect of exchange rate changes on cash and cash equivalents	(1.3)		(7.4)
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	927.6	$	1,298.4	Cash and cash equivalents at end of period	$	655.9	$	927.6

The accompanying notes are an integral part of these condensed consolidated financial statements.

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SIGNET JEWELERS LIMITED

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(Unaudited)


(in millions)	(in millions)	Common shares at par value		Additional paid-in capital		Other reserves		Treasury shares		Retained earnings		Accumulated other comprehensive loss		Total shareholders’ equity		(in millions)	Common shares at par value		Additional paid-in capital		Other reserves		Treasury shares		Retained earnings		Accumulated other comprehensive loss		Total shareholders’ equity
Balance at January 29, 2022		$	12.6	$	231.2	$	0.4	$	(1,206.7)	$	2,877.4	$	(350.9)	$	1,564.0
Balance at January 28, 2023																Balance at January 28, 2023	$	12.6	$	259.7	$	0.4	$	(1,574.7)	$	3,144.8	$	(264.2)	$	1,578.6

Net loss		—		—		—		—		(83.5)		—		(83.5)
Other comprehensive income		—		—		—		—		—		91.2		91.2
Net income																Net income	—		—		—		—		97.4		—		97.4
Other comprehensive loss																Other comprehensive loss	—		—		—		—		—		(3.3)		(3.3)
Dividends declared:	Dividends declared:															Dividends declared:
Common shares, $0.20/share		—		—		—		—		(9.3)		—		(9.3)
Common shares, $0.23/share																Common shares, $0.23/share	—		—		—		—		(10.4)		—		(10.4)
Preferred shares, $13.14/share	Preferred shares, $13.14/share	—		—		—		—		(8.6)		—		(8.6)		Preferred shares, $13.14/share	—		—		—		—		(8.6)		—		(8.6)
Repurchase of common shares	Repurchase of common shares	—		50.0		—		(318.2)		—		—		(268.2)		Repurchase of common shares	—		—		—		(39.1)		—		—		(39.1)
Net settlement of equity-based awards	Net settlement of equity-based awards	—		(54.9)		—		50.7		(35.1)		—		(39.3)		Net settlement of equity-based awards	—		(60.5)		—		57.3		(41.2)		—		(44.4)
Share-based compensation expense	Share-based compensation expense	—		10.5		—		—		—		—		10.5		Share-based compensation expense	—		11.3		—		—		—		—		11.3
Balance at April 30, 2022		$	12.6	$	236.8	$	0.4	$	(1,474.2)	$	2,740.9	$	(259.7)	$	1,256.8
Balance at April 29, 2023																Balance at April 29, 2023	$	12.6	$	210.5	$	0.4	$	(1,556.5)	$	3,182.0	$	(267.5)	$	1,581.5


(in millions)	(in millions)	Common shares at par value		Additional paid-in capital		Other reserves		Treasury shares		Retained earnings		Accumulated other comprehensive loss		Total shareholders’ equity		(in millions)	Common shares at par value		Additional paid-in capital		Other reserves		Treasury shares		Retained earnings		Accumulated other comprehensive loss		Total shareholders’ equity
Balance at January 30, 2021		$	12.6	$	258.8	$	0.4	$	(980.2)	$	2,189.2	$	(290.5)	$	1,190.3
Balance at January 29, 2022																Balance at January 29, 2022	$	12.6	$	231.2	$	0.4	$	(1,206.7)	$	2,877.4	$	(350.9)	$	1,564.0

Net income		—		—		—		—		138.4		—		138.4
Net loss																Net loss	—		—		—		—		(83.5)		—		(83.5)
Other comprehensive income	Other comprehensive income	—		—		—		—		—		6.9		6.9		Other comprehensive income	—		—		—		—		—		91.2		91.2
Dividends declared:	Dividends declared:															Dividends declared:

Common shares, $0.20/share																Common shares, $0.20/share	—		—		—		—		(9.3)		—		(9.3)
Preferred shares, $13.14/share	Preferred shares, $13.14/share	—		—		—		—		(8.6)		—		(8.6)		Preferred shares, $13.14/share	—		—		—		—		(8.6)		—		(8.6)

Repurchase of common shares																Repurchase of common shares	—		50.0		—		(318.2)		—		—		(268.2)
Net settlement of equity-based awards	Net settlement of equity-based awards	—		(14.6)		—		15.0		(14.8)		—		(14.4)		Net settlement of equity-based awards	—		(54.9)		—		50.7		(35.1)		—		(39.3)

Share-based compensation expense	Share-based compensation expense	—		8.0		—		—		—		—		8.0		Share-based compensation expense	—		10.5		—		—		—		—		10.5
Balance at May 1, 2021		$	12.6	$	252.2	$	0.4	$	(965.2)	$	2,304.2	$	(283.6)	$	1,320.6
Balance at April 30, 2022																Balance at April 30, 2022	$	12.6	$	236.8	$	0.4	$	(1,474.2)	$	2,740.9	$	(259.7)	$	1,256.8

The accompanying notes are an integral part of these condensed consolidated financial statements.

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SIGNET JEWELERS LIMITED

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. Organization and principal accounting policies

Signet Jewelers Limited (“Signet” or the “Company”), a holding company incorporated in Bermuda, is the world’s largest retailer of diamond jewelry. The Company operates through its 100% owned subsidiaries with sales primarily in the United States (“US”), United Kingdom (“UK”) and Canada. Signet manages its business as 3three reportable segments: North America, International, and Other. The “Other” reportable segment primarily consists of subsidiaries involved in the purchasing and conversion of rough diamonds to polished stones. See Note 5 for additional discussion of the Company’s reportable segments.

~~Risks and Uncertainties - COVID-19~~

In December 2019, a novel coronavirus (“COVID-19”) was identified in Wuhan, China. During Fiscal 2021, the Company experienced significant disruption to its business, specifically in its retail store operations through temporary closures during the first half of the year. By the end of the third quarter of Fiscal 2021, the Company had re-opened substantially all of its stores. However, during the fourth quarter of Fiscal 2021, both the UK and certain Canadian provinces re-established mandated temporary closure of non-essential businesses. The UK stores began to reopen in April 2021, while the Canadian stores began reopening in the second quarter of Fiscal 2022.

The full extent and duration of the impact of COVID-19 on the Company’s operations and financial performance remains unknown and depends on future developments that are uncertain and unpredictable, including the duration and possible resurgence of COVID-19 (including through variants), the success of the vaccine rollout globally, its impact on the Company’s global supply chain, and the uncertainty of customer behavior and potential shifts in discretionary spending. The Company will continue to evaluate the impact of COVID-19 on its business, results of operations and cash flows throughout Fiscal 2023, including the potential impacts on various estimates and assumptions inherent in the preparation of the condensed consolidated financial statements.

Basis of preparation

The condensed consolidated financial statements of Signet are prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with US generally accepted accounting principles (“US GAAP” or “GAAP”) have been condensed or omitted from this report, as is permitted by such rules and regulations. Intercompany transactions and balances have been eliminated in consolidation. Signet has reclassified certain prior year amounts to conform to the current year presentation. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary for a fair presentation of the results for the interim periods. ~~It is suggested~~The results for interim periods are not necessarily indicative of the results that ~~these~~may be expected for any other interim period. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in Signet’s Annual Report on Form 10-K for the fiscal year ended January ~~29, 2022~~28, 2023 filed with the SEC on March ~~17, 2022.~~16, 2023.

Use of estimates

Fiscal year

The Company’s fiscal year ends on the Saturday nearest to January 31st. Fiscal ~~2023~~2024 and Fiscal ~~2022~~2023 refer to the ~~52 week periods~~53-week period ending February 3, 2024 and the 52-week period ended January 28, 2023, ~~and ended January 29, 2022,~~ respectively. Within these condensed consolidated financial statements, the first quarter of the relevant fiscal years ~~2023~~2024 and ~~2022~~2023 refer to the 13 weeks ended April 29, 2023 and April 30, 2022, ~~and May 1, 2021,~~ respectively.

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Foreign currency translation

The financial position and operating results of certain foreign operations, including certain subsidiaries operating in the UK as part of the International reportable segment and Canada as part of the North America reportable segment, are consolidated using the local currency as the functional currency. Assets and liabilities are translated at the rates of exchange on the condensed consolidated balance sheet ~~date,~~dates, and revenues and expenses are translated at the monthly average rates of exchange during the period. Resulting translation gains or losses are included in the accompanying condensed consolidated statements of shareholders’ equity as a component of accumulated other comprehensive income (loss) (“AOCI”). Gains or losses resulting from foreign currency transactions are included inwithin other operating income ~~net~~(expense) within the condensed consolidated statements of operations.

See Note 9 for additional information regarding the Company’s foreign currency translation.

2. New accounting pronouncements

The following section provides a description of new accounting pronouncements ("Accounting Standard Update" or "ASU") issued by the Financial Accounting Standards Board ("FASB") that are applicable to the Company.

New accounting pronouncements recently adopted

There were no new accounting pronouncements adopted during Fiscal ~~2023~~2024 that have had a material impact on the Company’s financial position or results of operations.

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New accounting pronouncements issued but not yet adopted

There are no new accounting pronouncements issued but not yet adopted that are expected to have a material impact toon the ~~Company~~Company’s financial position or results of operations in future periods.

3. Revenue recognition

The following table provides the Company’s total sales, disaggregated by banner, for the 13 weeks ended April 29, 2023 and April 30, ~~2022 and May 1, 2021:~~2022:


		13 weeks ended April 30, 2022								13 weeks ended May 1, 2021									13 weeks ended April 29, 2023								13 weeks ended April 30, 2022
(in millions)	(in millions)	North America		International		Other		Consolidated		North America		International		Other		Consolidated		(in millions)	North America		International		Other		Consolidated		North America		International		Other		Consolidated
Sales by banner:	Sales by banner:																	Sales by banner:
Kay	Kay	$	667.3	$	—	$	—	$	667.3	$	676.8	$	—	$	—	$	676.8	Kay	$	602.2	$	—	$	—	$	602.2	$	667.3	$	—	$	—	$	667.3
Zales	Zales	347.7		—		—		347.7		370.8		—		—		370.8		Zales	295.4		—		—		295.4		347.7		—		—		347.7
Jared	Jared	314.1		—		—		314.1		284.1		—		—		284.1		Jared	274.0		—		—		274.0		314.1		—		—		314.1
Digital banners (1) (2)																		Digital banners (1) (2)	168.2		—		—		168.2		93.3						93.3
Diamonds Direct																		Diamonds Direct	88.2		—		—		88.2		106.3		—		—		106.3

Banter by Piercing Pagoda	Banter by Piercing Pagoda	119.0		—		—		119.0		148.8		—		—		148.8		Banter by Piercing Pagoda	85.5		—		—		85.5		119.0		—		—		119.0
Diamonds Direct		106.3		—		—		106.3		—		—		—		—
James Allen		93.3		—		—		93.3		101.5		—		—		101.5

Peoples	Peoples	45.4		—		—		45.4		34.6		—		—		34.6		Peoples	38.2		—		—		38.2		45.4		—		—		45.4
International segment banners	International segment banners	—		110.0		—		110.0		—		57.4		—		57.4		International segment banners	—		93.0		—		93.0		—		110.0		—		110.0
Other (1)		11.9		—		23.3		35.2		1.4		—		13.4		14.8
Other (3)																		Other (3)	9.5		—		13.8		23.3		11.9		—		23.3		35.2
Total sales	Total sales	$	1,705.0	$	110.0	$	23.3	$	1,838.3��	$	1,618.0	$	57.4	$	13.4	$	1,688.8	Total sales	$	1,561.2	$	93.0	$	13.8	$	1,668.0	$	1,705.0	$	110.0	$	23.3	$	1,838.3

(1) Includes sales from the Company’s digital banners, James Allen and Blue Nile.

(2) Includes Blue Nile sales since the date of acquisition on August 19, 2022. See Note 4 for further details.

(3) Other primarily includes ~~primarily~~ sales from Signet’s diamond sourcing initiative, loose diamonds and Rocksbox.

~~Table of Contents~~

The following table provides the Company’s total sales, disaggregated by major product, for the 13 weeks ended April 29, 2023 and April 30, ~~2022 and May 1, 2021:~~2022:


		13 weeks ended April 30, 2022								13 weeks ended May 1, 2021									13 weeks ended April 29, 2023								13 weeks ended April 30, 2022
(in millions)	(in millions)	North America		International		Other		Consolidated		North America		International		Other		Consolidated		(in millions)	North America		International		Other		Consolidated		North America (3)		International		Other		Consolidated
Sales by product:	Sales by product:																	Sales by product:
Bridal	Bridal	$	787.3	$	50.1	$	—	$	837.4	$	726.7	$	28.8	$	—	$	755.5	Bridal	$	727.7	$	41.0	$	—	$	768.7	$	800.7	$	50.1	$	—	$	850.8
Fashion	Fashion	658.2		17.7		—		675.9		661.4		9.7		—		671.1		Fashion	571.4		15.6		—		587.0		656.5		17.7		—		674.2
Watches	Watches	51.5		35.2		—		86.7		46.9		17.2		—		64.1		Watches	44.8		30.1		—		74.9		51.5		35.2		—		86.7
Services (1)	Services (1)	166.0		7.0		—		173.0		145.9		1.7		—		147.6		Services (1)	175.8		6.3		—		182.1		166.0		7.0		—		173.0
Other (2)	Other (2)	42.0		—		23.3		65.3		37.1		—		13.4		50.5		Other (2)	41.5		—		13.8		55.3		30.3		—		23.3		53.6
Total sales	Total sales	$	1,705.0	$	110.0	$	23.3	$	1,838.3	$	1,618.0	$	57.4	$	13.4	$	1,688.8	Total sales	$	1,561.2	$	93.0	$	13.8	$	1,668.0	$	1,705.0	$	110.0	$	23.3	$	1,838.3

(1)Services primarily includes sales from service plans, repairs and subscriptions.

(2)Other primarily includes sales from Signet’s diamond sourcing initiative and other miscellaneous non-jewelry sales.

(3) Certain amounts have been reclassified between the bridal, fashion, and other categories to conform to the Company’s current product categorizations.

The following table provides the Company’s total sales, disaggregated by channel, for the 13 weeks ended April 29, 2023 and April 30, ~~2022 and May 1, 2021:~~2022:


		13 weeks ended April 30, 2022								13 weeks ended May 1, 2021									13 weeks ended April 29, 2023								13 weeks ended April 30, 2022
(in millions)	(in millions)	North America		International		Other		Consolidated		North America		International		Other		Consolidated		(in millions)	North America		International		Other		Consolidated		North America		International		Other		Consolidated
Sales by channel:	Sales by channel:																	Sales by channel:
Store	Store	$	1,396.5	$	89.9	$	—	$	1,486.4	$	1,299.6	$	29.5	$	—	$	1,329.1	Store	$	1,191.0	$	76.8	$	—	$	1,267.8	$	1,396.5	$	89.9	$	—	$	1,486.4
E-commerce	E-commerce	300.4		20.1		—		320.5		318.4		27.9		—		346.3		E-commerce	364.4		16.2		—		380.6		300.4		20.1		—		320.5
Other (1)	Other (1)	8.1		—		23.3		31.4		—		—		13.4		13.4		Other (1)	5.8		—		13.8		19.6		8.1		—		23.3		31.4
Total sales	Total sales	$	1,705.0	$	110.0	$	23.3	$	1,838.3	$	1,618.0	$	57.4	$	13.4	$	1,688.8	Total sales	$	1,561.2	$	93.0	$	13.8	$	1,668.0	$	1,705.0	$	110.0	$	23.3	$	1,838.3

(1) Other primarily includes sales from Signet’s diamond sourcing ~~initiative.~~initiative and loose diamonds.

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Extended service plans (“ESP”)

The Company recognizes revenue related to ESP sales in proportion to when the expected costs will be incurred. The deferral periods for ESP sales are determined from patterns of claims costs, including estimates of future claims costs expected to be incurred. Management reviews the trends in claims to assess whether changes are required to the revenue and cost recognition rates utilized. A significant change in ~~estimates related to~~either the ~~time period~~overall claims pattern or ~~pattern in~~the life over which ~~warranty-related costs are~~the Company is expected to ~~be incurred~~fulfill its obligations under the warranty, could ~~materially impact~~result in material change to revenues. All direct costs associated with the sale of ~~these plans~~ESP are deferred and amortized in proportion to the revenue recognized and disclosed as either other current assets or other assets in the condensed consolidated balance sheets. These direct costs primarily include sales commissions and credit card fees.

Deferred ESP selling costs

Unamortized deferred ESP selling costs as of April 29, 2023, January 28, 2023 and April 30, 2022 ~~January 29, 2022 and May 1, 2021~~ were as follows:


(in millions)	(in millions)	April 30, 2022		January 29, 2022		May 1, 2021		(in millions)	April 29, 2023		January 28, 2023		April 30, 2022
Other current assets	Other current assets	$	27.9	$	28.4	$	26.4	Other current assets	$	28.4	$	29.2	$	27.9
Other assets	Other assets	87.3		87.8		86.1		Other assets	84.1		85.4		87.3
Total deferred selling costs		$	115.2	$	116.2	$	112.5
Total deferred ESP selling costs								Total deferred ESP selling costs	$	112.5	$	114.6	$	115.2

Amortization of deferred ESP selling costs is included within selling, general and administrative expenses in the condensed consolidated statements of operations. Amortization of deferred ESP selling costs was ~~$10.8~~$10.9 million during the 13 weeks ended April ~~30, 2022~~29, 2023 and ~~$9.9~~$10.8 million during the 13 weeks ended ~~May 1, 2021.~~April 30, 2022.

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Deferred revenue

Deferred revenue as of April 29, 2023, January 28, 2023 and April 30, 2022 ~~January 29, 2022 and May 1, 2021~~ was as follows:


(in millions)	(in millions)	April 30, 2022		January 29, 2022		May 1, 2021		(in millions)	April 29, 2023		January 28, 2023		April 30, 2022
ESP deferred revenue	ESP deferred revenue	$	1,125.9	$	1,116.5	$	1,049.4	ESP deferred revenue	$	1,149.4	$	1,159.5	$	1,125.9
Other deferred revenue (1)	Other deferred revenue (1)	78.1		82.4		58.3		Other deferred revenue (1)	94.2		90.1		78.1
Total deferred revenue	Total deferred revenue	$	1,204.0	$	1,198.9	$	1,107.7	Total deferred revenue	$	1,243.6	$	1,249.6	$	1,204.0

Disclosed as:	Disclosed as:							Disclosed as:
Current liabilities	Current liabilities	$	336.9	$	341.3	$	310.0	Current liabilities	$	368.7	$	369.5	$	336.9
Non-current liabilities	Non-current liabilities	867.1		857.6		797.7		Non-current liabilities	874.9		880.1		867.1
Total deferred revenue	Total deferred revenue	$	1,204.0	$	1,198.9	$	1,107.7	Total deferred revenue	$	1,243.6	$	1,249.6	$	1,204.0

(1)Other deferred revenue primarily includes revenue collected from customers for custom orders and eCommerce orders, for which control has not yet transferred to the customer.


		13 weeks ended				13 weeks ended
(in millions)	(in millions)	April 30, 2022		May 1, 2021			(in millions)	April 29, 2023		April 30, 2022
ESP deferred revenue, beginning of period	ESP deferred revenue, beginning of period	$	1,116.5	$	1,028.9		ESP deferred revenue, beginning of period	$	1,159.5	$	1,116.5
Plans sold (1)	Plans sold (1)	123.8		124.1			Plans sold (1)	113.4		123.8
Revenue recognized (2)	Revenue recognized (2)	(114.4)		(103.6)			Revenue recognized (2)	(123.5)		(114.4)
ESP deferred revenue, end of period	ESP deferred revenue, end of period	$	1,125.9	$	1,049.4		ESP deferred revenue, end of period	$	1,149.4	$	1,125.9

(1)Includes impact of foreign exchange translation.

(2) The Company recognized sales of ~~$79.2~~$86.7 million and ~~$72.6~~$79.2 million during the 13 weeks ended April 29, 2023 and April 30, 2022, ~~and May 1, 2021,~~ respectively, related to deferred revenue that existed at the beginning of the period in respect to ESP.

4. Acquisitions

~~Rocksbox~~

Blue Nile

On ~~March 29, 2021,~~August 19, 2022, the Company acquired all of the outstanding shares of ~~Rocksbox~~Blue Nile, Inc. (“~~Rocksbox”~~Blue Nile”), subject to the terms of a ~~jewelry rental subscription business, for~~stock purchase agreement entered into on August 5, 2022. The total cash consideration ~~of $14.6 million, net of cash acquired. The acquisition~~ was driven by Signet's "Inspiring Brilliance" strategy and its initiatives to accelerate growth in its services offerings. Net assets acquired primarily consist of goodwill and intangible assets (see Note 15 for details).

The results of Rocksbox subsequent to the acquisition date are reported as a component of the North America segment. Pro forma results of operations have not been presented, as the impact on the Company’s consolidated financial results was not material.

~~Diamonds Direct~~

~~On November 17, 2021, the Company acquired all of the outstanding shares of Diamonds Direct USA Inc., a Delaware corporation (“Diamonds Direct”) for cash consideration of $503.1~~$389.9 million, net of cash acquired of ~~$14.2~~$16.6 million, including purchase price adjustments for working capital.

Blue Nile is a leading online retailer of engagement rings and ~~including the final additional payment~~fine jewelry. The strategic acquisition of ~~$1.9 million made in the first quarter of Fiscal 2023. Diamonds Direct is an off-mall, destination jeweler in the US, with a highly productive, efficient operating model with demonstrated growth~~Blue Nile accelerates Signet's initiatives to expand its bridal offerings and ~~profitability which is expected to immediately contribute to Signet’s “Inspiring Brilliance” strategy to accelerate growth and expand the Company’s market in~~grow its accessible luxury portfolio while enhancing its connected commerce capabilities as well as extending its digital leadership across the jewelry category – all to further achieve meaningful operating synergies to enhance shopping experiences for consumers and ~~bridal. Diamonds Direct’s strong~~create value ~~proposition, extensive bridal offering and customer-centric, high-touch shopping experience is a destination~~ for ~~younger, luxury-oriented bridal shoppers.~~

shareholders.

The information included herein has been prepared based on the allocation of the purchase price using estimates of the fair value and useful lives of assets acquired and liabilities assumed which were determined by management using a combination of income and cost

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approaches, including the relief from royalty method and ~~comparable market prices.~~replacement cost method. The purchase price allocation is subject to further adjustment until all pertinent information regarding the assets and liabilities acquired are fully evaluated by the Company.

~~Table of Contents~~

The following table presents the preliminary estimated fair value of the assets acquired and liabilities assumed from ~~Diamonds Direct~~Blue Nile at the date of acquisition:


(in millions)
Inventories	$	~~229.1~~87.9
Property, plant and equipment	~~32.3~~33.1
~~Right-of-use~~Operating lease right-of-use assets	~~56.9~~39.1
Intangible assets	~~126.0~~96.0
Other assets	~~6.7~~21.0
Identifiable assets acquired	~~451.0~~277.1

Accounts payable	~~46.8~~73.2
Deferred revenue	~~26.1~~16.5
Operating lease liabilities	~~57.6~~38.5
~~Deferred taxes~~	~~33.6~~
Other liabilities	~~27.6~~16.6
Liabilities assumed	~~191.7~~144.8
Identifiable net assets acquired	~~259.3~~132.3
Goodwill	~~243.8~~257.6
Net assets acquired	$	~~503.1~~389.9

The Company recorded acquired intangible assets of ~~$126.0~~$96.0 million, consisting entirely of an indefinite-lived trade name.

In addition, the Company acquired federal net operating loss and other carryforwards of approximately $85 million and $71 million, respectively. Such amounts are subject to certain limitations under Section 382 of the Internal Revenue Code, and generally do not expire.

Goodwill is calculated as the excess of the purchase price over the estimated fair values of the assets acquired and the liabilities assumed in the acquisition and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The amount allocated to goodwill associated with the ~~Diamonds Direct~~Blue Nile acquisition is primarily the result of expected synergies resulting from combining the merchandising and sourcing activities ~~such~~of the Company’s digital banners, as well as efficiencies in marketing and ~~digital effectiveness, expansion~~other aspects of ~~connected commence capabilities, and sourcing savings.~~the combined operations. The Company allocated goodwill to its North America reportable segment. None of the goodwill associated with this transaction is deductible for income tax purposes.

The results of ~~Diamonds Direct~~Blue Nile subsequent to the acquisition date are reported as a component of the North America reportable segment. Pro forma results of operations have not been presented, as the impact on the Company’s consolidated financial results was not material.

5. Segment information

Financial information for each of Signet’s reportable segments is presented in the tables below. Signet’s chief operating decision maker utilizes segment sales and operating income, after the elimination of any inter-segment transactions, to determine resource allocations and performance assessment measures. Signet aggregates operating segments with similar economic and operating characteristics. Signet manages its business as 3three reportable segments: North America, International, and Other. Signet’s sales are derived from the retailing of jewelry, watches, other products and services as generated through the management of its reportable segments. The Company allocates certain support center costs between operating segments, and the remainder of the unallocated costs are included with the corporate and unallocated expenses presented.

The North America reportable segment operates across the US and Canada. Its US stores operate nationally in malls and off-mall locations, as well as online, principally as Kay (Kay Jewelers and Kay Outlet), Zales (Zales Jewelers and Zales Outlet), Jared (Jared The Galleria Of Jewelry and Jared Vault), Diamonds Direct, ~~James Allen,~~ Banter by Piercing Pagoda, ~~which primarily operates through mall-based kiosks,~~Rocksbox, and ~~Rocksbox.~~digital banners, James Allen and Blue Nile. Its Canadian stores operate as Peoples Jewellers.

The International reportable segment operates stores in the UK, Republic of Ireland and Channel ~~Islands.~~Islands, as well as online. Its stores operate in shopping malls and off-mall locations (i.e. high street) principally under the H. Samuel and Ernest Jones banners.

The Other reportable segment primarily consists of subsidiaries involved in the purchasing and conversion of rough diamonds to polished stones.

1211

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13 weeks ended
(in millions) April 30, 2022 May 1, 2021
Sales:
North America segment $ 1,705.0 $ 1,618.0
International segment 110.0 57.4
Other segment 23.3 13.4
Total sales $ 1,838.3 $ 1,688.8
Operating income (loss):
North America segment (1)
$ 24.8 $ 212.0
International segment (6.4) (19.7)
Other segment 3.0 (0.9)
Corporate and unallocated expenses (21.2) (22.7)
Total operating income 0.2 168.7
Interest expense, net (4.4) (3.9)
Other non-operating income (expense) (134.5) 0.1
Income (loss) before income taxes $ (138.7) $ 164.9


	13 weeks ended
(in millions)	April 29, 2023		April 30, 2022
Sales:
North America segment	$	1,561.2	$	1,705.0
International segment	93.0		110.0
Other segment	13.8		23.3
Total sales	$	1,668.0	$	1,838.3

Operating income (loss):
North America segment (1)	$	124.7	$	24.8
International segment	(6.9)		(6.4)
Other segment	(0.7)		3.0
Corporate and unallocated expenses	(15.4)		(21.2)
Total operating income	101.7		0.2
Interest income (expense), net	5.6		(4.4)
Other non-operating expense, net	(0.4)		(134.5)
Income (loss) before income taxes	$	106.9	$	(138.7)

(1) Operating income during the 13 weeks ended April 29, 2023 includes $7.8 million of integration costs, primarily severance and retention, and exit and disposal costs incurred for the integration of Blue Nileand a $3.0 million credit to income related to the adjustment of a prior litigation accrual.

Operating income during the 13 weeks ended April 30, 2022 includes $4.4 million of cost of sales associated with the fair value step-up of inventory acquired in the Diamonds Direct acquisition and $190.0 million related to pre-tax litigation charges.

See Note 2120 for additional information.

Operating income during the 13 weeks ended May 1, 2021 includes $1.1 million of acquisition-related expenses in connection with the Rocksbox acquisition; a $0.7 million credit to restructuring expense, primarily related adjustments previously recognize restructuring liabilities; and $1.5 million of net asset impairments.

6. Redeemable preferred shares

On October 5, 2016, the Company issued 625,000 ~~shares of~~redeemable Series A ~~Redeemable~~ Convertible Preference Shares (“Preferred Shares”) to certain affiliates of Leonard Green & Partners, L.P., for an aggregate purchase price of $625.0 million, or $1,000 per share (the “Stated Value”) pursuant to the investment agreement dated August 24, 2016. Preferred shareholders are entitled to a cumulative dividend at the rate of 5% per annum, payable quarterly in arrears either in cash or by increasing the stated value of the Preferred Shares. The Company has declared all Preferred Share dividends in Fiscal ~~2022~~2024 and Fiscal 2023 payable in cash. Refer to Note 7 for additional discussion of the Company’s dividends on Preferred Shares.


(in millions, except conversion rate and conversion price)	(in millions, except conversion rate and conversion price)	April 30, 2022		January 29, 2022		May 1, 2021		(in millions, except conversion rate and conversion price)	April 29, 2023		January 28, 2023		April 30, 2022
Conversion rate	Conversion rate	12.2297		12.2297		12.2297		Conversion rate	12.3939		12.3939		12.2297
Conversion price	Conversion price	$	81.7682	$	81.7682	$	81.7682	Conversion price	$	80.6849	$	80.6849	$	81.7682
Potential impact of preferred shares if-converted to common shares	Potential impact of preferred shares if-converted to common shares	8.0		8.0		8.0		Potential impact of preferred shares if-converted to common shares	8.1		8.1		8.0
Liquidation preference (1)	Liquidation preference (1)	$	665.0	$	665.1	$	665.0	Liquidation preference (1)	$	665.1	$	665.1	$	665.0

(1) Includes the ~~stated value~~Stated Value of the Preferred Shares plus any declared but unpaid dividends

In connection with the issuance of the Preferred Shares, the Company incurred direct and incremental expenses of $13.7 million. These direct and incremental expenses originally reduced the Preferred Shares carrying value and will be accreted through retained earnings as a deemed dividend from the date of issuance through the first possible known redemption date in November 2024. Accumulated accretion recorded in the condensed consolidated balance sheets was ~~$9.4~~$11.1 million as of April 29, 2023 (January 28, 2023 and April 30, ~~2022 (January 29, 2022 and May 1, 2021: $9.0~~2022: $10.7 million and ~~$7.7~~$9.4 million, respectively).

Accretion of $0.4 million was recorded to Preferred Shares in the condensed consolidated balance sheets during the 13 weeks ended April ~~30, 2022~~29, 2023 ($0.4 million for the 13 weeks ended ~~May 1, 2021)~~April 30, 2022).

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7. Shareholders’ equity

Dividends on Common Shares

As a result of COVID-19, Signet’s Board of Directors (the “Board”) elected to temporarily suspend the dividend program on common shares, effective in the first quarter of Fiscal 2021. The Board elected to reinstate the dividend program on common shares beginning in second quarter of Fiscal 2022. Dividends declared on the common shares during the 13 weeks ended April 29, 2023 and April 30, 2022 ~~and May 1, 2021~~ were as follows:

~~Table of Contents~~


		Fiscal 2023				Fiscal 2022					Fiscal 2024				Fiscal 2023
(in millions, except per share amounts)	(in millions, except per share amounts)	Dividends per share		Total dividends		Dividends per share		Total dividends		(in millions, except per share amounts)	Dividends per share		Total dividends		Dividends per share		Total dividends
First quarter (1)	First quarter (1)	$	0.20	$	9.3	$	—	$	—	First quarter (1)	$	0.23	$	10.4	$	0.20	$	9.3

(1)Signet’s dividend policy results in the ~~common share~~ dividend payment date being a quarter in arrears from the declaration date. As ~~a result, as~~ of April 29, 2023 and April 30, 2022, there was $10.4 million and $9.3 million ~~was~~ recorded in accrued expenses and other current liabilities in the condensed consolidated balance ~~sheet~~sheets reflecting the cash dividends ~~on common shares~~ declared for the first quarter of Fiscal ~~2023. There were no dividends declared or accrued as of May 1, 2021.~~2024 and Fiscal 2023, respectively.

Dividends on Preferred Shares

Dividends declared on the Preferred Shares during the 13 weeks ended April 29, 2023 and April 30, 2022 ~~and May 1, 2021~~ were as follows:


		Fiscal 2023				Fiscal 2022					Fiscal 2024				Fiscal 2023
(in millions, except per share amounts)	(in millions, except per share amounts)	Dividends per share		Total dividends		Dividends per share		Total dividends		(in millions, except per share amounts)	Dividends per share		Total dividends		Dividends per share		Total dividends
First quarter (1)	First quarter (1)	$	13.14	$	8.2	$	13.14	$	8.2	First quarter (1)	$	13.14	$	8.2	$	13.14	$	8.2

(1) Signet’s dividend policy results in the ~~preferred share~~ dividend payment date being a quarter in arrears from the declaration date. As ~~a result, as~~ of April 29, 2023 and April 30, 2022, ~~and May 1, 2021,~~there was $8.2 million and $8.2 million ~~respectively, has been~~ recorded in accrued expenses and other current liabilities in the condensed consolidated balance sheets reflecting the cash dividends on the Preferred Shares declared for the first quarter of Fiscal ~~2023~~2024 and Fiscal ~~2022,~~2023, respectively.

There were no cumulative undeclared dividends on the Preferred Shares that reduced net income (loss) attributable to common shareholders during the 13 weeks ended April 29, 2023 or April 30, ~~2022 or May 1, 2021.~~2022. See Note 6 for additional discussion of the Company’s Preferred Shares.

Share repurchases

~~On August 23, 2021,~~Signet may from time to time repurchase common shares under various share repurchase programs authorized by Signet’s Board. Repurchases may be made in the open market, through block trades, through accelerated share repurchase agreements or otherwise. The timing, manner, price and amount of any repurchases will be determined by the Company at its discretion and will be subject to economic and market conditions, stock prices, applicable legal requirements and other factors. The repurchase programs are funded through Signet’s existing cash reserves and liquidity sources. Repurchased shares are held as treasury shares and used by Signet primarily for issuance of share based awards, or for general corporate purposes.

Signet’s Board of Directors (the “Board”) authorized ~~a reinstatement of~~ repurchases to be made under the 2017 Share Repurchase Program (the “2017 Program”). ~~During~~Through the end of Fiscal ~~2022,~~2023, the ~~Board also authorized an increase in the remaining amount of shares authorized for repurchase~~total authorization under the 2017 Program ~~by $559.4~~had been increased to $1.7 billion, with $537.3 million remaining as of January 28, 2023. In March 2023, the Board approved a further increase to the multi-year authorization under the 2017 Program bringing the total remaining authorization to approximately $775 million. Since inception of the 2017 Program, the Company has repurchased approximately $1.2 billion as of ~~January 29, 2022. The 2017 Program had $145.0~~shares, with an additional $761.2 million of shares authorized for repurchase remaining as of April ~~30, 2022. In June 2022, the Board authorized an additional increase of the 2017 Program by $500 million, bringing the total authorization to $1.7 billion.~~29, 2023.

On January 21, 2022, the Company entered into an accelerated share repurchase agreement (“ASR”) with a large financial institution to repurchase the Company’s common shares for an aggregate amount of $250 million. On January 24, 2022, the Company made a prepayment of $250 million and took delivery of 2.5 million shares based on a price of $80 per share, which is 80% of the total prepayment amount. On March 14, 2022, the Company received an additional 0.8 million shares, representing the remaining 20% of the total prepayment and final settlement of the ASR. The number of shares received at final settlement was based on the average of the daily volume-weighted average prices of the Company’s common stock during the term of the ASR. The ASR was accounted for as a purchase of common shares and a forward purchase contract.

The share repurchase activity during the 13 weeks ended April 29, 2023 and April 30, 2022 ~~and May 1, 2021 were~~was as follows:


				13 weeks ended April 30, 2022					13 weeks ended May 1, 2021					13 weeks ended April 29, 2023					13 weeks ended April 30, 2022
(in millions, except per share amounts	(in millions, except per share amounts	Amount authorized		Shares repurchased	Amount repurchased (1)(2)		Average repurchase price per share (2)		Shares repurchased	Amount repurchased		Average repurchase price per share	(in millions, except per share amounts	Shares repurchased	Amount repurchased (2)		Average repurchase price per share (2)		Shares repurchased	Amount repurchased (1)(2)		Average repurchase price per share(2)
2017 Program	2017 Program	$	1,159.4	4.3	$	318.2	$	73.42	—	$	—	N/A	2017 Program	0.5	$	39.1	$	74.95	4.3	$	318.2	$	73.42

(1) The amount repurchased in Fiscal 2023 includes $50 million related to the forward purchase contract in the ASR.

(2) Includes amounts paid for commissions.

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8. Earnings (loss) per common share (“EPS”)

Basic EPS is computed by dividing net income (loss) attributable to common shareholders by the weighted average number of common shares outstanding for the period. The computation of basic EPS is outlined in the table below:

13 weeks ended
(in millions, except per share amounts) April 30, 2022 May 1, 2021
Numerator:
Net income (loss) attributable to common shareholders $ (92.1) $ 129.8
Denominator:
Weighted average common shares outstanding 48.8 52.1
EPS – basic $ (1.89) $ 2.49

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	13 weeks ended
(in millions, except per share amounts)	April 29, 2023		April 30, 2022
Numerator:
Net income (loss) attributable to common shareholders	$	88.8	$	(92.1)
Denominator:
Weighted average common shares outstanding	45.3		48.8
EPS – basic	$	1.96	$	(1.89)

The dilutive effect of share awards represents the potential impact of outstanding awards issued under the Company’s share-based compensation plans, including ~~restricted shares, restricted stock units, performance-based restricted stock units~~RSAs, RSUs, PSUs, and stock options issued under the Omnibus Plan and stock options issued under the Share Saving Plans. The dilutive effect of performance share units represents the number of contingently issuable shares that would be issuable if the end of the period was the end of the contingency period and is based on the actual achievement of performance metrics through the end of the current interim ~~period.~~periods. The dilutive effect of ~~preferred shares~~Preferred Shares represents the potential impact for common shares that would be issued upon conversion. Potential common share dilution related to share awards and preferred shares is determined using the treasury stock and if-converted methods, respectively. Under the if-converted method, the preferred shares are assumed to be converted at the beginning of the period, and the resulting common shares are included in the denominator of the diluted EPS calculation for the entire period being presented, only in the periods in which such effect is dilutive. Additionally, in periods in which preferred shares are dilutive, cumulative dividends and accretion for issuance costs associated with the preferred shares are added back to net income (loss) attributable to common shareholders. See Note 6 for additional discussion of the Company’s preferred shares.

The computation of diluted EPS is outlined in the table below:

13 weeks ended
(in millions, except per share amounts) April 30, 2022 May 1, 2021
Numerator:
Net income (loss) attributable to common shareholders $ (92.1) $ 129.8
Add: Dividends on Preferred Shares — 8.6
Numerator for diluted EPS $ (92.1) $ 138.4
Denominator:
Basic weighted average common shares outstanding 48.8 52.1
Plus: Dilutive effect of share awards — 1.9
Plus: Dilutive effect of preferred shares — 8.0
Diluted weighted average common shares outstanding 48.8 62.0
EPS – diluted $ (1.89) $ 2.23


	13 weeks ended
(in millions, except per share amounts)	April 29, 2023		April 30, 2022
Numerator:
Net income (loss) attributable to common shareholders	$	88.8	$	(92.1)
Add: Dividends on preferred shares	8.6		—
Numerator for diluted EPS	$	97.4	$	(92.1)
Denominator:
Basic weighted average common shares outstanding	45.3		48.8
Plus: Dilutive effect of share awards	1.1		—
Plus: Dilutive effect of preferred shares	8.1		—
Diluted weighted average common shares outstanding	54.5		48.8
EPS – diluted	$	1.79	$	(1.89)

The calculation of diluted EPS excludes the following items for each respective period on the basis that their effect would be ~~anti-dilutive:~~antidilutive:

13 weeks ended

(in millions)

April ~~30, 2022~~29, 2023

~~May 1, 2021~~April 30, 2022

Share awards

~~2.4~~—

—2.4

Potential impact of preferred shares

~~8.0~~—

—8.0

Total ~~anti-dilutive~~antidilutive shares

~~10.4~~—

—10.4

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9. Accumulated other comprehensive income (loss)

The following tables present the changes in AOCI by component and the reclassifications out of AOCI, net of tax:

Pension plan
(in millions) Foreign
currency
translation Gains (losses) on available-for-sale securities, net Gains (losses)
on cash flow
hedges Actuarial
losses Prior
service
costs Accumulated
other
comprehensive income (loss)
Balance at January 29, 2022 $ (244.3) $ 0.2 $ 0.4 $ (103.3) $ (3.9) $ (350.9)
Other comprehensive income (loss) (“OCI”) before reclassifications (16.8) (0.3) 1.0 (0.4) — (16.5)
Amounts reclassified from AOCI to earnings — — — 104.1 3.6 107.7
Net current period OCI (16.8) (0.3) 1.0 103.7 3.6 91.2
Balance at April 30, 2022 $ (261.1) $ (0.1) $ 1.4 $ 0.4 $ (0.3) $ (259.7)

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							Pension plan
(in millions)	Foreign currency translation		Gains (losses) on available-for-sale securities, net		Gains (losses) on cash flow hedges		Actuarial gains (losses)		Prior service costs		Accumulated other comprehensive income (loss)
Balance at January 28, 2023	$	(268.4)	$	(0.2)	$	0.5	$	3.9	$	—	$	(264.2)
Other comprehensive income (loss) (“OCI”) before reclassifications	1.2		—		(0.2)		—		—		1.0
Amounts reclassified from AOCI to earnings	—		—		(0.4)		(3.9)		—		(4.3)

Net current period OCI	1.2		—		(0.6)		(3.9)		—		(3.3)
Balance at April 29, 2023	$	(267.2)	$	(0.2)	$	(0.1)	$	—	$	—	$	(267.5)

The amounts reclassified from AOCI to earnings were as follows:


		Amounts reclassified from AOCI				Amounts reclassified from AOCI
		13 weeks ended						13 weeks ended
(in millions)	(in millions)	April 30, 2022		May 1, 2021			Statement of operations caption		(in millions)	April 29, 2023		April 30, 2022		Statement of operations caption
Losses on cash flow hedges:
Gains on cash flow hedges:									Gains on cash flow hedges:
Foreign currency contracts	Foreign currency contracts	$	—	$	0.1		Cost of sales (see Note 16)		Foreign currency contracts	$	(0.5)	$	—	Cost of sales (see Note 15)

Commodity contracts		—		0.1			Cost of sales (see Note 16)

Total before income tax	Total before income tax	—		0.2					Total before income tax	(0.5)		—

Income taxes	Income taxes	—		—					Income taxes	0.1		—
Net of tax	Net of tax	—		0.2					Net of tax	(0.4)		—

Defined benefit pension plan items:	Defined benefit pension plan items:								Defined benefit pension plan items:
Amortization of unrecognized actuarial losses	Amortization of unrecognized actuarial losses	0.9		0.2			Other non-operating income (expense)		Amortization of unrecognized actuarial losses	—		0.9		Other non-operating expense, net (see Note 21)
Amortization of unrecognized net prior service costs	Amortization of unrecognized net prior service costs	0.1		—			Other non-operating income (expense)		Amortization of unrecognized net prior service costs	—		0.1		Other non-operating expense, net (see Note 21)
Pension settlement loss	Pension settlement loss	131.9		—			Other non-operating income (expense)		Pension settlement loss	0.2		131.9		Other non-operating expense, net (see Note 21)
Total before income tax	Total before income tax	132.9		0.2					Total before income tax	0.2		132.9
Income taxes	Income taxes	(25.2)		—					Income taxes	(4.1)		(25.2)
Net of tax	Net of tax	107.7		0.2					Net of tax	(3.9)		107.7

Total reclassifications, net of tax	Total reclassifications, net of tax	$	107.7	$	0.4				Total reclassifications, net of tax	$	(4.3)	$	107.7

10. Income taxes
13 weeks ended
April 30, 2022 May 1, 2021
Estimated annual effective tax rate before discrete items 20.6 % 18.6 %
Discrete items recognized 19.2 % (2.5) %
Effective tax rate recognized in statements of operations 39.8 % 16.1 %


	13 weeks ended
	April 29, 2023		April 30, 2022
Estimated annual effective tax rate before discrete items	18.6	%	20.6	%
Discrete items recognized	(9.7)	%	19.2	%
Effective tax rate recognized in statements of operations	8.9	%	39.8	%

During the 13 weeks ended April ~~30, 2022,~~29, 2023, the Company’s effective tax rate was ~~higher~~lower than the US federal income tax rate, primarily as a result of the favorable impact of foreign rate differences and benefits from global reinsurance arrangements, as well as the discrete tax benefits recognized in the 13 weeks ended April 29, 2023. The discrete tax benefits relate to the reclassification of remaining taxes on the pension settlement out of AOCI of $4.1 million and the excess tax benefit for share-based compensation which vested during the quarter of $7.6 million.

The Company’s effective tax rate for the same period during the prior year was higher than the US federal income tax rate primarily due to the discrete tax benefits related to litigation charges of $47.7 million, the reclassification of the pension settlement loss out of AOCI of $25.0 million and the excess tax benefit for share-based compensation which vested during the ~~year~~first quarter of $13.0 million.

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The Company’s effective tax rate for the same period during the prior year was lower than the US federal income tax rate primarily due to the favorable impact of foreign rate differences and benefits from global reinsurance arrangements.

As of April ~~30, 2022,~~29, 2023, there has been no material change in the amounts of unrecognized tax benefits, or the related accrued interest and penalties (where appropriate), in respect of uncertain tax positions identified and recorded as of January ~~29, 2022.~~28, 2023.

11. Credit transactions

Credit card outsourcing programs

The Company has entered into various agreements with Comenity Bank (“Comenity”) and Genesis Financial Solutions (“Genesis”) through its subsidiaries Sterling Jewelers Inc. (“Sterling”) and Zale Delaware, Inc. (“Zale”), to outsource its private label credit card programs. Under the original agreements, Comenity provided credit services to all prime credit customers for the Sterling banners and to all credit card customers for the Zale banners. In May 2021, both the Sterling and Zale agreements (“Program Agreements”) with Comenity and Genesis were amended and restated to provide credit services to prime and non-prime customers.

~~The non-prime portion~~ In April 2023, the Program Agreements were further amended to, among other matters, extend the terms of the ~~Sterling credit card portfolio was previously outsourced~~Program Agreements from December 31, 2025 to CarVal Investors (“CarVal”), Castlelake, L.P. (“Castlelake”) and Genesis (collectively with CarVal and Castlelake, the “Investors”). Under agreements with the Investors, Signet remained the issuer of non-prime credit with investment funds managed by the Investors purchasing forward receivables at a discount rate determined in accordance with their respective agreements. Prior to March 2022 as described below, Signet held the newly issued

~~Table of Contents~~

~~non-prime credit receivables on its balance sheet for two business days prior to selling the receivables to the respective counterparty in accordance with the agreements.~~

In March 2021, the Company provided notice to the Investors of its intent not to extend the respective agreements with such Investors beyond the expiration date of June 30, 2021. Effective July 1, 2021, all new prime and non-prime account origination will occur in accordance with the Comenity and Genesis agreements described above.

~~Fiscal 2023 amended and restated agreements~~

In March 2022, the Company entered into amended and restated receivable purchase agreements with the Investors regarding the purchase of add-on receivables on such Investors’ existing accounts. Under the amended and restated agreements, The Bank of Missouri will be the issuer for the add-on receivables on these existing accounts and the Investors will purchase the receivables from The Bank of Missouri.

In conjunction with the above agreements in March 2022, the Company entered into agreements with the Investors to transfer all existing cardholder accounts previously originated by Signet to The Bank of Missouri. Therefore, the Company will no longer originate any credit receivables with customers.December 31, 2028.

12. ~~Accounts receivable, net~~

~~The following table presents the components of Signet’s accounts receivable:~~

(in millions) April 30, 2022 January 29, 2022 May 1, 2021
Customer in-house finance receivables, net $ — $ — $ 61.5
Accounts receivable, trade 17.1 18.3 9.5
Accounts receivable, held for sale — 1.6 7.9
Accounts receivable, net $ 17.1 $ 19.9 $ 78.9

During Fiscal 2021, the various agreements with the Investors discussed in Note 11 pertaining to the purchase of non-prime forward flow receivables were terminated and new agreements were executed which were effective until June 30, 2021. Those new agreements provided that the Investors continued to purchase add-on non-prime receivables created on existing customer accounts but Signet retained all forward flow non-prime receivables created for new customers beginning in the second quarter of Fiscal 2021. Upon expiration of the amended agreements in June 2021, Signet sold all existing customer in-house finance receivables to CarVal and Castlelake during the second quarter of Fiscal 2022. As a result of the amended and restated agreements entered into with Comenity, Genesis, and the Investors during the second quarter of Fiscal 2022, Signet no longer retains any customer in-house finance receivables.

As described in Note 11, Signet is no longer the issuer of non-prime credit for add-on purchases on existing accounts. Therefore, the Company no longer holds these non-prime credit receivables. Prior to the March 2022 amendments, receivables originated by the Company but pending transfer to the Investors as of period end were classified as “held for sale” and included in accounts receivable in the condensed consolidated balance sheets. As of January 29, 2022 and May 1, 2021, the accounts receivable held for sale were recorded at fair value.

~~Accounts receivable, trade primarily includes amounts receivable relating to accounts receivable from the Company’s diamond sourcing initiative in the Other reportable segment.~~

~~Customer in-house finance receivables~~

As discussed above, the Company began retaining certain customer in-house finance receivables beginning in the second quarter of Fiscal 2021 through the date of the portfolio sale in June 2021. The allowance for credit losses related to these receivables was an estimate of expected credit losses, measured over the estimated life of its credit card receivables that considers forecasts of future economic conditions in addition to information about past events and current conditions.

To estimate its allowance for credit losses, the Company segregated its credit card receivables into credit quality categories using the customers’ FICO scores. The following three industry standard FICO score categories were used:

•~~620 to 659 (“Near Prime”)~~

•~~580 to 619 (“Subprime”)~~

•~~Less than 580 (“Deep Subprime”)~~

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The vintage year was Fiscal 2021 for all customer in-house finance receivables presented below. The following table disaggregates the Company’s customer in-house finance receivables by credit quality:

~~(in millions)~~

~~May 1, 2021~~

~~Near Prime~~

~~46.0~~

~~Subprime~~

~~26.2~~

~~Deep Subprime~~

~~10.7~~

~~Total at amortized cost~~

~~82.9~~

~~The following table is a rollforward of the Company’s allowance for credit losses on customer in-house finance receivables:~~

~~13 weeks ended~~

~~(in millions)~~

~~May 1, 2021~~

~~Beginning balance~~

~~25.5~~

~~Provision for credit losses~~

~~(1.2)~~

~~Write-offs~~

~~(2.9)~~

~~Ending balance~~

~~21.4~~

Additions to the allowance for credit losses were made by recording charges to bad debt expense (credit losses) within selling, general and administrative expenses within the condensed consolidated statements of operations.

~~The following table disaggregates the Company’s customer in-house finance receivables by past due status:~~

~~(in millions)~~

~~May 1, 2021~~

~~Current~~

~~69.2~~

~~1 - 30 days past due~~

~~5.4~~

~~31 - 60 days past due~~

~~1.9~~

~~61 - 90 days past due~~

~~1.9~~

~~Greater than 90 days past due~~

~~4.5~~

~~Total at amortized cost~~

~~82.9~~

Interest income related to the Company’s customer in-house finance receivables is included within other operating income (expense) in the condensed consolidated statements of operations. Accrued interest was included within the same line item as the respective principal amount of the customer in-house finance receivables in the condensed consolidated balance sheets. The accrual of interest was discontinued at the time the receivable is determined to be uncollectible and written-off. The Company recognized $4.0 million of interest income on its customer in-house finance receivables during the 13 weeks ended May 1, 2021. Interest income recognition ceased at the date of the sale of the portfolio as noted above.

~~13.~~ Inventories

The following table summarizes the details of the Company’s ~~inventory:~~inventories:

(in millions) April 30, 2022 January 29, 2022 May 1, 2021
Raw materials $ 107.2 $ 75.8 $ 72.9
Merchandise inventories 2,109.0 1,984.6 1,946.1
Total inventories $ 2,216.2 $ 2,060.4 $ 2,019.0


(in millions)	April 29, 2023		January 28, 2023		April 30, 2022
Raw materials	$	69.0	$	89.2	$	107.2
Merchandise inventories	2,114.5		2,061.1		2,109.0
Total inventories	$	2,183.5	$	2,150.3	$	2,216.2

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~~14.~~13. Leases

~~The Company deferred substantially all of its rent payments due in the months of April 2020 and May 2020. As of April 30, 2022, the Company had approximately~~ ~~$12 million~~ of deferred rent payments remaining primarily in the UK. This remaining deferred rent is expected to be substantially repaid by the end of Fiscal 2023. The Company has not recorded any provision for interest or penalties which may arise as a result of these deferrals, as management does not believe payment for any such interest or penalties to be probable. In April 2020, the FASB granted guidance (hereinafter, the practical expedient) permitting an entity to choose to forgo the evaluation of the enforceable rights and obligations of the original lease contract, specifically in situations where rent concessions have been agreed to with landlords as a result of COVID-19. Instead, the entity may account for COVID-19 related rent concessions, whatever their form (e.g. rent deferral, abatement or other) either: a) as if they were part of the enforceable rights and obligations of the parties under the existing lease contract; or b) as lease modifications. In accordance with this practical expedient, the Company elected not to account for any concessions granted by landlords as a result of COVID-19 as lease modifications. Rent abatements under the practical expedient would be recorded as a negative variable lease cost. The Company negotiated with substantially all of its landlords and has received certain concessions in the form of rent deferrals and other lease or rent modifications. In addition, the Company recorded lease expense during the deferral periods in accordance with its existing policies.

Total lease costs consist of the following:


		13 weeks ended				13 weeks ended
(in millions)	(in millions)	April 30, 2022		May 1, 2021			(in millions)	April 29, 2023		April 30, 2022
Operating lease cost	Operating lease cost	$	97.4	$	105.6		Operating lease cost	$	99.1	$	97.4
Short-term lease cost	Short-term lease cost	12.7		0.8			Short-term lease cost	11.9		12.7
Variable lease cost	Variable lease cost	29.4		30.6			Variable lease cost	26.0		29.4
Sublease income	Sublease income	(0.6)		(0.7)			Sublease income	(0.2)		(0.6)
Total lease cost		$	138.9	$	136.3
Total lease costs							Total lease costs	$	136.8	$	138.9

~~15.~~14. Goodwill and intangibles

Goodwill and other indefinite-lived intangible assets, such as indefinite-lived trade names, are evaluated for impairment annually. Additionally, if events or conditions indicate the carrying value of a reporting unit or an indefinite-lived intangible asset may be greater than its fair value, the Company would evaluate the asset for impairment at that time. Impairment testing compares the carrying amount of the reporting unit or other intangible assets with its fair value. When the carrying amount of the reporting unit or other intangible assets exceeds its fair value, an impairment charge is recorded.

Fiscal ~~2022~~2023

During the 13 weeks ended ~~May 1, 2021,~~April 30, 2022, the Company completed its quarterly triggering event assessment and did not identify any events or conditions that would indicate that it was more likely than not that the carrying values of the reporting units and indefinite-lived trade names ~~exceed~~exceeded their fair values.

In connection with the acquisition of ~~Rocksbox~~Blue Nile on ~~March 29, 2021,~~August 19, 2022, the Company recognized $11.6 million of definite-lived intangible assets and $4.6 million of goodwill, which are reported in the North America reportable segment. The weighted-average amortization period of the definite-lived intangibles assets acquired is eight years.

~~In connection with the acquisition of Diamonds Direct on November 17, 2021, the Company recognized $126.0~~$96.0 million of indefinite-lived intangible assets ~~related to the Diamonds Direct trade name~~ and ~~$243.8~~$257.6 million of goodwill, which are reported in the North America reportable segment. Refer to Note 4 for additional information.

Fiscal ~~2023~~2024

During the 13 weeks ended April ~~30, 2022,~~29, 2023, the Company completed its quarterly triggering event assessment and did not identify any events or conditions that would indicate that it was more likely than not that the carrying values of the reporting units and indefinite-lived trade names ~~exceed~~exceeded their fair values.

The uncertainty related to the current macroeconomic environment, such as rising interest rates and the heightened inflationary pressure on consumers’ discretionary spending, could negatively affect the share price of the Company’s stock, as well as key assumptions used to estimate fair value, such as sales trends, margin trends, long-term growth rates and discount rates. Thus, an adverse change in any of these factors could result in a risk of impairment in the Company’s goodwill or indefinite-lived trade names in future periods, including those from recent acquisitions.

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Goodwill

The following table summarizes the Company’s goodwill by reportable segment:

(in millions)

North America

Balance at January ~~29, 2022~~28, 2023 (1)

~~484.6~~751.7

Acquisitions (2)

~~1.8~~ (0.3)

Balance at April ~~30, 2022~~29, 2023 (1)

~~486.4~~751.4

(1) The carrying amount of goodwill is presented net of accumulated impairment losses of $576.0 million as of April ~~30, 2022~~29, 2023 and January ~~29, 2022.~~28, 2023.

~~Table of Contents~~

(2) The change in goodwill during the period primarily represents ~~an increase related to~~measurement period adjustments from the ~~finalization~~acquisition of ~~the purchase price consideration of Diamonds Direct. Refer to Note 4 for additional information.~~Blue Nile.

Intangibles

Definite-lived intangible assets include trade names, technology and customer relationship assets. Indefinite-lived intangible assets consist of trade names. Both definite and indefinite-lived assets are recorded within intangible assets, net, on the condensed consolidated balance sheets. Intangible liabilities, net consists of unfavorable contracts and is recorded within accrued expenses and other current liabilities and other liabilities on the condensed consolidated balance sheets.

The following table provides additional detail regarding the composition of intangible assets and liabilities:


		April 30, 2022						January 29, 2022						May 1, 2021							April 29, 2023						January 28, 2023						April 30, 2022
(in millions)	(in millions)	Gross carrying amount		Accumulated amortization		Net carrying amount		Gross carrying amount		Accumulated amortization		Net carrying amount		Gross carrying amount		Accumulated amortization		Net carrying amount		(in millions)	Gross carrying amount		Accumulated amortization		Net carrying amount		Gross carrying amount		Accumulated amortization		Net carrying amount		Gross carrying amount		Accumulated amortization		Net carrying amount
Intangible assets, net:	Intangible assets, net:																			Intangible assets, net:
Definite-lived intangible assets	Definite-lived intangible assets	$	15.8	$	(5.9)	$	9.9	$	15.8	$	(5.3)	$	10.5	$	17.1	$	(4.6)	$	12.5	Definite-lived intangible assets	$	15.8	$	(8.1)	$	7.7	$	15.8	$	(7.6)	$	8.2	$	15.8	$	(5.9)	$	9.9
Indefinite-lived intangible assets (1)	Indefinite-lived intangible assets (1)	303.6		—		303.6		303.7		—		303.7		178.1		—		178.1		Indefinite-lived intangible assets (1)	399.1		—		399.1		399.2		—		399.2		303.6		—		303.6
Total intangible assets, net	Total intangible assets, net	$	319.4	$	(5.9)	$	313.5	$	319.5	$	(5.3)	$	314.2	$	195.2	$	(4.6)	$	190.6	Total intangible assets, net	$	414.9	$	(8.1)	$	406.8	$	415.0	$	(7.6)	$	407.4	$	319.4	$	(5.9)	$	313.5

Intangible liabilities, net	Intangible liabilities, net	$	(38.0)	$	31.3	$	(6.7)	$	(38.0)	$	30.8	$	(7.2)	$	(38.0)	$	29.0	$	(9.0)	Intangible liabilities, net	$	(38.0)	$	33.1	$	(4.9)	$	(38.0)	$	32.6	$	(5.4)	$	(38.0)	$	31.3	$	(6.7)

(1) The change in the indefinite-lived intangible asset balances during the periods presented was due to the addition of ~~Diamonds Direct~~Blue Nile trade name of ~~$126.0~~$96.0 million and the impact of foreign currency translation.

~~16.~~15. Derivatives

Derivative transactions are used by Signet for risk management purposes to address risks inherent in Signet’s business operations and sources of financing. The ~~main risks arising from Signet’s operations are market~~only risk ~~including~~that the Company is currently utilizing financial derivatives to mitigate is foreign currency ~~risk, commodity risk, liquidity risk and interest rate~~ risk. ~~Signet uses derivative financial instruments to manage and mitigate certain of these risks under policies reviewed and approved by the Board.~~ Signet does not enter into derivative transactions for speculative purposes.

~~Market risk~~

Signet generates revenues and incurs expenses in US dollars, Canadian dollars and British pounds. As a portion of the International segment purchases and purchases made by the Canadian operations of the North America segment are denominated in US dollars, Signet enters into forward foreign currency exchange contracts and foreign currency swaps to manage this exposure to the US dollar.

Signet holds a fluctuating amount of British pounds and Canadian dollars reflecting the cash generative characteristics of operations. Signet’s objective is to minimize net foreign exchange exposure to the condensed consolidated statements of operations on non-US dollar denominated items through managing cash levels, non-US dollar denominated intra-entity balances and foreign currency swaps. In order to manage the foreign exchange exposure and minimize the level of funds denominated in British pounds and Canadian dollars, dividends are paid regularly by subsidiaries to their immediate holding companies and excess British pounds and Canadian dollars are sold in exchange for US dollars.

Signet’s policy is to reduce the impact of precious metal commodity price volatility on operating results through the use of outright forward purchases of, or by entering into options to purchase, precious metals within treasury guidelines approved by the Board. In particular, when price and volume warrants such actions, Signet undertakes hedging of its requirements for gold through the use of forward purchase contracts, options and net zero premium collar arrangements (a combination of forwards and option contracts).

~~Liquidity risk~~

Signet’s objective is to ensure that it has access to, or the ability to generate, sufficient cash from either internal or external sources in a timely and cost-effective manner to meet its commitments as they become due and payable. Signet manages liquidity risks as part of its overall risk management policy. Management produces forecasting and budgeting information that is reviewed and monitored by the Board. Cash generated from operations and external financing are the main sources of funding, which supplement Signet’s resources in meeting liquidity requirements.

~~The primary external sources of funding are an asset-based credit facility and senior unsecured notes as described in Note 18.~~

~~Table of Contents~~

~~Interest rate risk~~

Signet has exposure to movements in interest rates associated with cash and borrowings. Signet may enter into various interest rate protection agreements in order to limit the impact of movements in interest rates.

~~Credit risk and concentrations of credit risk~~

Credit risk represents the loss that would be recognized at the reporting date if counterparties failed to perform as contracted. Signet does not anticipate non-performance by counterparties of its financial instruments. Signet does not require collateral or other security to support cash investments or financial instruments with credit risk; however, it is Signet’s policy to only hold cash and cash equivalent investments and to transact financial instruments with financial institutions with a certain minimum credit rating. As of April 30, 2022, management does not believe Signet is exposed to any significant concentrations of credit risk that arise from cash and cash equivalent investments, derivatives or accounts receivable.

~~Commodity and foreign currency risks~~

The following types of derivative financial instruments are utilized by Signet to mitigate certain risk exposures related to changes in ~~commodity prices and~~ foreign exchange rates:

Forward foreign currency exchange contracts (designated) — These contracts, which are principally in US dollars, are entered into to limit the impact of movements in foreign exchange rates on forecasted foreign currency purchases. The total notional amount of these foreign currency contracts outstanding as of April ~~30, 2022~~29, 2023 was ~~$18.8~~$16.6 million (January ~~29, 2022~~28, 2023 and ~~May 1, 2021: $11.2~~April 30, 2022: $25.9 million and ~~$19.0~~$18.8 million, respectively). These contracts have been designated as cash flow hedges and will be settled over the next 9 months (January 28, 2023 and April 30, 2022: 12 months and 11 months, ~~(January~~respectively). The fair value of outstanding contracts as well as related activity were not material for the periods presented.

There were no discontinued cash flow hedges during the 13 weeks ended April 29, 2023 and April 30, 2022 ~~and May 1, 2021: 10 months and~~as all forecasted transactions are expected to occur as originally planned. As of April 29, 2023, based on current valuations, the Company expects approximately $0.1 million of net pre-tax derivative losses to be reclassified out of AOCI into earnings within the next 12 ~~months, respectively).~~months.

Forward foreign currency exchange contracts (undesignated) — Foreign currency contracts not designated as cash flow hedges are used to limit the impact of movements in foreign exchange rates on recognized foreign currency payables and to hedge currency flows through Signet’s bank accounts to mitigate Signet’s exposure to foreign currency exchange risk in its cash and borrowings. The total notional amount of these foreign currency contracts outstanding as of April ~~30, 2022~~29, 2023 was ~~$95.5~~$33.5 million (January ~~29, 2022~~28, 2023 and ~~May 1, 2021: $93.8~~April 30, 2022: $27.3 million and ~~$108.8~~$95.5 million, respectively).

~~Commodity forward purchase contracts~~The Company recognized losses of $0.2 million and ~~net zero premium collar arrangements (designated)~~ ~~— These contracts are entered into to reduce Signet’s exposure to significant movements in~~$4.8 million during the ~~price of the underlying precious metal raw materials. Trading for these contracts was suspended during Fiscal 2022 due to the commodity price environment~~13 weeks ended April 29, 2023 and ~~there were no commodity derivative contracts outstanding as of~~ April 30, 2022, ~~January 29, 2022, and May 1, 2021.~~respectively, related to these derivative instruments within other operating expense in the condensed consolidated statements of operations.

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The bank counterparties to the derivative instruments expose Signet to credit-related losses in the event of their non-performance. However, to mitigate that risk, Signet only contracts with counterparties that meet certain minimum requirements under its counterparty risk assessment process. As of April ~~30, 2022,~~29, 2023, Signet believes that this credit risk did not materially change the fair value of the foreign currency ~~or commodity~~ contracts.

~~The following table summarizes the fair value and presentation of derivative instruments in the condensed consolidated balance sheets:~~

Fair value of derivative assets
(in millions) Balance sheet location April 30, 2022 January 29, 2022 May 1, 2021
Derivatives designated as hedging instruments:
Foreign currency contracts Other current assets $ 1.2 $ 0.3 $ 0.1
Derivatives not designated as hedging instruments:
Foreign currency contracts Other current assets — — 0.1
Total derivative assets $ 1.2 $ 0.3 $ 0.2

Fair value of derivative liabilities
(in millions) Balance sheet location April 30, 2022 January 29, 2022 May 1, 2021
Derivatives designated as hedging instruments:
Foreign currency contracts Other current liabilities $ — $ — $ (0.3)
Derivatives not designated as hedging instruments:
Foreign currency contracts Other current liabilities (2.8) (1.3) (0.5)
Total derivative liabilities $ (2.8) $ (1.3) $ (0.8)

~~Table of Contents~~

~~Derivatives designated as cash flow hedges~~

~~The following table summarizes the pre-tax gains (losses) recorded in AOCI for derivatives designated in cash flow hedging relationships:~~

(in millions) April 30, 2022 January 29, 2022 May 1, 2021
Foreign currency contracts $ 1.7 $ 0.5 $ (0.6)
Commodity contracts — — (0.4)
Gains (losses) recorded in AOCI $ 1.7 $ 0.5 $ (1.0)

~~The following tables summarize the effect of derivative instruments designated as cash flow hedges on OCI and the condensed consolidated statements of operations:~~

~~Foreign currency contracts~~

13 weeks ended
(in millions) Statement of operations caption April 30, 2022 May 1, 2021
Gains (losses) recorded in AOCI, beginning of period $ 0.5 $ (0.7)
Current period gains (losses) recognized in OCI 1.2 —
Losses (gains) reclassified from AOCI to earnings
Cost of sales (1)
— 0.1
Gains (losses) recorded in AOCI, end of period $ 1.7 $ (0.6)

~~Commodity contracts~~

~~13 weeks ended~~

~~(in millions)~~

~~Statement of operations caption~~

~~April 30, 2022~~

~~May 1, 2021~~

~~Gains (losses) recorded in AOCI, beginning of period~~

—

~~(0.4)~~

~~Current period gains (losses) recognized in OCI~~

—

~~(0.1)~~

~~Losses (gains) reclassified from AOCI to earnings~~

~~Cost of sales~~ ~~(1)~~

—

~~0.1~~

~~Gains (losses) recorded in AOCI, end of period~~

—

~~(0.4)~~

~~(1) Refer to the condensed consolidated statements of operations for total amounts of each financial statement caption impacted by cash flow hedges.~~

There were no discontinued cash flow hedges during the 13 weeks ended April 30, 2022 and May 1, 2021 as all forecasted transactions are expected to occur as originally planned. As of April 30, 2022, based on current valuations, the Company expects approximately $1.4 million of net pre-tax derivative gains to be reclassified out of AOCI into earnings within the next 12 months.

~~Derivatives not designated as hedging instruments~~

~~The following table presents the effects of the Company’s derivatives instruments not designated as cash flow hedges in the condensed consolidated statements of operations:~~

13 weeks ended
(in millions) Statement of operations caption April 30, 2022 May 1, 2021
Foreign currency contracts Other operating income (expense) $ (4.8) $ 0.9

~~17.~~16. Fair value measurement

The estimated fair value of Signet’s financial instruments held or issued to finance Signet’s operations is summarized below. Certain estimates and judgments were required to develop the fair value amounts. The fair value amounts shown below are not necessarily indicative of the amounts that Signet would realize upon disposition nor do they indicate Signet’s intent or ability to dispose of the financial instrument. Assets and liabilities that are carried at fair value are required to be classified and disclosed in one of the following three categories:

~~Table of Contents~~

Level 1—quoted market prices in active markets for identical assets and liabilities

Level 2—observable market based inputs or unobservable inputs that are corroborated by market data

Level 3—unobservable inputs that are not corroborated by market data

Signet determines fair value based upon quoted prices when available or through the use of alternative approaches, such as discounting the expected cash flows using market interest rates commensurate with the credit quality and duration of the investment. The methods Signet uses to determine fair value on an instrument-specific basis are detailed below:

April 30, 2022 January 29, 2022 May 1, 2021
(in millions) Carrying Value Level 1 Level 2 Carrying Value Level 1 Level 2 Carrying Value Level 1 Level 2
Assets:
US Treasury securities $ 4.4 $ 4.4 $ — $ 4.5 $ 4.5 $ — $ 5.1 $ 5.1 $ —
Foreign currency contracts 1.2 — 1.2 0.3 — 0.3 0.2 — 0.2
US government agency securities 2.0 — 2.0 2.0 — 2.0 3.1 — 3.1
Corporate bonds and notes 5.2 — 5.2 5.8 — 5.8 6.2 — 6.2
Total assets $ 12.8 $ 4.4 $ 8.4 $ 12.6 $ 4.5 $ 8.1 $ 14.6 $ 5.1 $ 9.5
Liabilities:
Foreign currency contracts $ (2.8) $ — $ (2.8) $ (1.3) $ — $ (1.3) $ (0.8) $ — $ (0.8)
Total liabilities $ (2.8) $ — $ (2.8) $ (1.3) $ — $ (1.3) $ (0.8) $ — $ (0.8)


	April 29, 2023						January 28, 2023						April 30, 2022
(in millions)	Carrying Value		Level 1		Level 2		Carrying Value		Level 1		Level 2		Carrying Value		Level 1		Level 2
Assets:
US Treasury securities	$	5.8	$	5.8	$	—	$	5.7	$	5.7	$	—	$	4.4	$	4.4	$	—

Foreign currency contracts	0.1		—		0.1		0.1		—		0.1		1.2		—		1.2


US government agency securities	0.5		—		0.5		0.5		—		0.5		2.0		—		2.0
Corporate bonds and notes	3.4		—		3.4		3.4		—		3.4		5.2		—		5.2
Total assets	$	9.8	$	5.8	$	4.0	$	9.7	$	5.7	$	4.0	$	12.8	$	4.4	$	8.4

Liabilities:
Foreign currency contracts	$	(0.7)	$	—	$	(0.7)	$	(0.7)	$	—	$	(0.7)	$	(2.8)	$	—	$	(2.8)


Total liabilities	$	(0.7)	$	—	$	(0.7)	$	(0.7)	$	—	$	(0.7)	$	(2.8)	$	—	$	(2.8)

Investments in US Treasury securities are based on quoted market prices for identical instruments in active markets, and therefore were classified as Level 1 measurements in the fair value hierarchy. Investments in US government agency securities and corporate bonds and notes are based on quoted prices for similar instruments in active markets, and therefore were classified as Level 2 measurements in the fair value hierarchy. The fair value of derivative financial instruments ~~has~~have been determined based on market value equivalents aton the condensed consolidated balance sheet date, taking into account the current interest rate environment, foreign currency ~~forward rates or commodity~~ forward rates, and therefore were classified as Level 2 measurements in the fair value hierarchy. See Note 1615 for additional information related to the Company’s derivatives.

The carrying amounts of cash and cash equivalents, accounts receivable, other current assets, accounts payable, accrued expenses and other current liabilities, and income taxes approximate fair value because of the short-term maturity of these amounts.

The fair ~~values~~value of long-term debt instruments ~~excluding revolving credit facilities,~~ were determined using quoted market prices in inactive markets based upon current observable market interest rates and therefore were classified as Level 2 measurements in the fair value hierarchy. The ~~carrying value of the ABL Revolving Facility (as defined in Note 18) approximates fair value based on the nature of the instrument and variable interest rate, which are primarily Level 2 inputs. The~~ following table provides a summary of the carrying amount and fair value of outstanding debt:


		April 30, 2022				January 29, 2022				May 1, 2021					April 29, 2023				January 28, 2023				April 30, 2022
(in millions)	(in millions)	Carrying Value		Fair Value		Carrying Value		Fair Value		Carrying Value		Fair Value		(in millions)	Carrying Value		Fair Value		Carrying Value		Fair Value		Carrying Value		Fair Value
Long-term debt:	Long-term debt:													Long-term debt:
Senior notes (Level 2)	Senior notes (Level 2)	$	147.1	$	147.2	$	147.1	$	150.0	$	146.8	$	150.8	Senior notes (Level 2)	$	147.5	$	144.3	$	147.4	$	144.9	$	147.1	$	147.2

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~~18.~~17. Loans, overdrafts and long-term debt


(in millions)	(in millions)	April 30, 2022		January 29, 2022		May 1, 2021		(in millions)	April 29, 2023		January 28, 2023		April 30, 2022
Debt:	Debt:							Debt:
Senior unsecured notes due 2024, net of unamortized discount	Senior unsecured notes due 2024, net of unamortized discount	$	147.7	$	147.7	$	147.6	Senior unsecured notes due 2024, net of unamortized discount	$	147.7	$	147.7	$	147.7

Gross debt	Gross debt	$	147.7	$	147.7	$	147.6	Gross debt	$	147.7	$	147.7	$	147.7

Less: Unamortized debt issuance costs	Less: Unamortized debt issuance costs	(0.6)		(0.6)		(0.8)		Less: Unamortized debt issuance costs	(0.2)		(0.3)		(0.6)
Total long-term debt	Total long-term debt	$	147.1	$	147.1	$	146.8	Total long-term debt	$	147.5	$	147.4	$	147.1

Senior unsecured notes due 2024

On May 19, 2014, Signet UK Finance plc (“Signet UK Finance”), a wholly owned subsidiary of the Company, issued $400 million aggregate principal amount of its 4.70% senior unsecured notes due in 2024 (the “Senior Notes”). The Senior Notes were issued under an effective registration statement previously filed with the SEC. Interest on the Senior Notes is payable semi-annually on June 15 and December 15 of each year. The Senior Notes are jointly and severally guaranteed, on a full and unconditional basis, by the Company and by certain of the Company’s wholly owned subsidiaries.

On September 5, 2019, Signet UK Finance announced the commencement of a tender offer to purchase any and all of its outstanding Senior Notes (the “Tender Offer”). Signet UK Finance tendered $239.6 million of the Senior Notes, representing a purchase price of $950.00 per $1,000.00 in principal, leaving $147.8 million of the Senior Notes outstanding after the Tender Offer.

Asset-based credit facility

On September 27, 2019, the Company entered into a senior secured asset-based credit facility consisting of (i) a revolving credit facility in an aggregate committed amount of $1.5 billion ~~(as amended to the date hereto, the~~(the “ABL Revolving Facility”) and (ii) a first-in last-out term loan facility in an aggregate principal amount of $100.0 million (the “FILO Term Loan Facility” and, together with the ABL Revolving Facility, the “ABL Facility”). During ~~the fourth quarter of~~ Fiscal 2021, the Company fully repaid the FILO Term Loan Facility.

On July 28, 2021, the Company entered into the Second Amendment to the Credit Agreement (the “Second Amendment”) to amend the ABL Facility. The Second Amendment extended the maturity of the ABL Facility from September 27, 2024 to July 28, 2026 and allows the Company to increase the size of the ABL Facility by up to $600 million.

The Company had ~~available borrowing capacity of $1.2 billion~~no outstanding borrowings on the ABL Revolving Facility for the periods presented and its available borrowing capacity was $1.3 billion as of April ~~30, 2022.~~29, 2023.

~~19.~~18. Warranty reserve

~~The~~Certain banners within the North America reportable segment ~~provides~~provide a product lifetime diamond guarantee as long as six-month inspections are performed and certified by an authorized store representative. Provided the customer has complied with the six-month inspection policy, the Company will replace, at no cost to the customer, any stone that chips, breaks or is lost from its original setting during normal wear. Management estimates the warranty accrual based on the lag of actual claims experience and the costs of such claims, inclusive of labor and material. A similar product lifetime guarantee is also provided on color gemstones. The warranty reserve for diamond and gemstone guarantees, included in accrued expenses and other current liabilities and other liabilities - non-current, ~~liabilities,~~ is as follows:


		13 weeks ended				13 weeks ended
(in millions)	(in millions)	April 30, 2022		May 1, 2021			(in millions)	April 29, 2023		April 30, 2022
Warranty reserve, beginning of period	Warranty reserve, beginning of period	$	36.0	$	37.3		Warranty reserve, beginning of period	$	40.8	$	36.0
Warranty expense	Warranty expense	4.7		0.7			Warranty expense	3.5		4.7
Utilized (1)	Utilized (1)	(3.0)		(2.5)			Utilized (1)	(3.0)		(3.0)
Warranty reserve, end of period	Warranty reserve, end of period	$	37.7	$	35.5		Warranty reserve, end of period	$	41.3	$	37.7

(1) Includes impact of foreign exchange translation.

(in millions) April 30, 2022 January 29, 2022 May 1, 2021
Disclosed as:
Current liabilities $ 10.6 $ 10.2 $ 10.2
Other liabilities - non-current 27.1 25.8 25.3
Total warranty reserve $ 37.7 $ 36.0 $ 35.5


(in millions)	April 29, 2023		January 28, 2023		April 30, 2022
Disclosed as:
Accrued expense and other current liabilities	$	11.4	$	11.3	$	10.6
Other liabilities - non-current	29.9		29.5		27.1
Total warranty reserve	$	41.3	$	40.8	$	37.7

2419

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~~20.~~19. Other operating income (expense) and non-operating ~~income (expense)~~expense, net

The following table provides the components of other operating income (expense) for the 13 weeks ended April 29, 2023 and April 30, ~~2022 and May 1, 2021:~~2022:


		13 weeks ended				13 weeks ended
(in millions)	(in millions)	April 30, 2022		May 1, 2021			(in millions)	April 29, 2023		April 30, 2022
Litigation charges (1)	Litigation charges (1)	$	(190.0)	$	—		Litigation charges (1)	$	3.0	$	(190.0)
Interest income from customer in-house finance receivables (2)		—		4.0

Other	Other	(0.4)		(1.7)			Other	(2.9)		(0.4)
Other operating income (expense)	Other operating income (expense)	$	(190.4)	$	2.3		Other operating income (expense)	$	0.1	$	(190.4)

(1) Fiscal 2024 includes a credit to income related to the adjustment of a prior litigation accrual. See Note ~~21 for additional information.~~

~~(2)~~ ~~See Note 12~~20 for additional information.

The following table provides the components of other non-operating ~~income (expense)~~expense, net for the 13 weeks ended April 29, 2023 and April 30, ~~2022 and May 1, 2021:~~2022:


		13 weeks ended				13 weeks ended
(in millions)	(in millions)	April 30, 2022		May 1, 2021			(in millions)	April 29, 2023		April 30, 2022
Pension settlement (1)		$	(131.9)	$	—
Pension settlement loss (1)							Pension settlement loss (1)	$	(0.2)	$	(131.9)
Other	Other	(2.6)		0.1			Other	(0.2)		(2.6)
Other non-operating income (expense)		$	(134.5)	$	0.1
Other non-operating expense, net							Other non-operating expense, net	$	(0.4)	$	(134.5)

(1) See Note 2221 for additional information.

~~21.~~20. Commitments and contingencies

Legal proceedings

Employment practices

In March 2008, a group of private plaintiffs (the “Claimants”) filed a class and collective action lawsuit for an unspecified amount against Sterling Jewelers, Inc. (“SJI”), a subsidiary of Signet, in the US District Court for the Southern District of New York (“SDNY”), alleging that US store-level employment practices as to compensation and promotions discriminate on the basis of gender in purported violation of Title VII of the Civil Rights Act of 1964 (“Title VII”) and the Equal Pay Act (“EPA”). In June 2008, the SDNY referred the matter to private arbitration with the American Arbitration Association (“AAA”) where the Claimants sought to proceed on a class-wide basis. On February 2, 2015, the arbitrator issued a Class Determination Award in which she certified a class (estimated to include approximately 70,000 class members at the time) for the Claimants’ disparate impact claims for declaratory and injunctive relief under Title VII. On February 29, 2016, the arbitrator granted Claimants’ Motion for Conditional Certification of Claimants’ EPA Claims and Authorization of Notice, and notice to EPA collective action members was issued on May 3, 2016. The opt-in period for the EPA collective action closed on August 1, 2016, and the number of valid opt-in EPA Claimants is believed to be approximately 9,124. SJL challenged the arbitrator’s Class Determination Award with the SDNY. Although the SDNY vacated the Class Determination Award on January 15, 2018, on appeal the US Court of Appeals for the Second Circuit (“Second Circuit”) held that the SDNY erred and remanded the case to the SDNY to decide whether the Arbitrator erred in certifying an opt-out, as opposed to a mandatory, class for declaratory and injunctive relief. On January 27, 2021 the SDNY ordered the case remanded to the AAA for further proceedings in arbitration on a class-wide basis. Subsequently, the arbitrator retired, and the parties selected a new arbitrator to oversee the proceedings moving forward. On October 8, 2021, the newly selected arbitrator issued an amended case management plan and scheduled the arbitration hearing to begin on September 5, 2022. SJI denies the allegations of the Claimants and has been defending the case vigorously.

On June 8, 2022, SJI and the Claimants reached a settlement agreement, which iswas subject to preliminary and final approval after notice to the class. The ~~proposed~~ settlement provides for the dismissal of the arbitration with prejudice and includes payments by the Company totaling approximately $175 million. As a result of the ~~proposed~~ settlement, the Company recorded a pre-tax charge of $190 million within other operating expense in the condensed consolidated statement of operations during the first quarter ended April 30, 2022. ~~The~~This settlement charge ~~includes~~included the payments to the Claimants, estimated employer payroll taxes, class administration fees and Claimants’ counsel attorney fees and costs. IfThe arbitrator issued a preliminary approval of the settlement agreement ~~is approved,~~on June 23, 2022 and a final approval order on November 15, 2022. The parties sought the SDNY’s confirmation of the arbitrator’s final approval award, and on March 14, 2023, received the order confirming the award. Based on the final assessment of employer payroll taxes due, the final settlement amount was reduced to approximately $185 million, which was fully funded by the Company ~~expects to fund the settlement~~ in the ~~third~~first quarter of Fiscal ~~2023.~~2024.

Previously settled matters

In February 2023, the Company received an unfavorable ruling under a private arbitration involving a dispute with a vendor alleging breach of contract. The matter was heard before the International Centre for Dispute Resolution, a division of the AAA. As a result of this ruling, during the fourth quarter of Fiscal 2023, the Company recorded a pre-tax charge of $15.9 million within other operating income (expense) in the consolidated statement of operations. This was paid in March 2023.

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On May 4, 2017, without any findings of liability or wrongdoing, SJI entered into a Consent Decree with the Equal Employment Opportunity Commission (“EEOC”) settling a previously disclosed lawsuit that alleged that SJI engaged in intentional and disparate impact gender discrimination with respect to pay and promotions of female retail store employees since January 1, 2003. On May 4, 2017 the US District Court for the Western District of New York (“WDNY”) approved and entered the Consent Decree jointly proposed by the EEOC and SJI. The Consent Decree resolves all of the EEOC’s claims against SJI in this litigation, and imposes certain obligations on SJI including the appointment of an employment practices expert to review specific policies and practices, as well as obligations relative to training, notices, reporting and record-keeping. The Consent Decree does not require an outside third-party to monitor or require any monetary payment. The duration of the Consent Decree initially was three years and three months, set to expire on August 4, 2020, but on March 11, 2020, the WDNY approved a limited extension until November 4, 2021 of a few aspects of the Consent Decree terms regarding SJI’s compensation practices, and incorporating its implementation of a new retail team member compensation program into the overall Consent Decree framework. On October 11, 2021, SJI and the EEOC agreed to a tolling stipulation, which was submitted on October 22, 2021 and entered by the WDNY on November 4, 2021, and which extended certain deadlines of the Consent Decree until December 4, 2021. SJI and the EEOC have agreed to additional extensions of the tolling stipulation while the parties negotiate the terms of an amended Consent Decree for the limited purpose of completing certain statistical analyses on SJI’s initial pay and merit increase practices for its retail store employees that the employment practices expert was required to conduct during the term of the Consent Decree.

~~Previously settled matters~~

~~Shareholder actions~~

As previously reported, on March 16, 2020, the Company entered into an agreement to settle a consolidated class action filed against the Company and certain former executives filed by various shareholders of the Company (the “Consolidated Action”). As a result of the settlement, the Company recorded a charge of $33.2 million during the fourth quarter of Fiscal 2020 in other operating income, net, which includes administration costs of $0.6 million and was recorded net of expected recoveries from the Company’s insurance carriers of $207.4 million. The settlement was fully funded in the second quarter of Fiscal 2021, and the Company contributed approximately $35 million of the $240 million settlement payment, net of insurance proceeds and including the impact of foreign currency. The Court granted final approval of the settlement on July 21, 2020.

NaN additional actions were filed against the Company and certain former executives largely based on the same allegations as the Consolidated Action. Soon thereafter these four actions were filed, the Court entered orders staying these actions until entry of final judgment in the Consolidated Action. On June 27, 2020, the Company and plaintiffs in the four stayed actions (the “Opt-Out Plaintiffs”) reached a settlement in principle, which was finalized on July 10, 2020 requiring the Opt-Out Plaintiffs to rejoin the Consolidated Action. The Company recorded pre-tax charges related to the settlement of $7.5 million (net of expected insurance recovery) and $1.7 million during Fiscal 2021 and Fiscal 2022, respectively. The final amount owed to the Opt-Out Plaintiffs was paid during the first quarter of Fiscal 2023.

~~22.~~21. Retirement plans

Signet ~~operates~~provided a defined benefit pension plan in the UK (the “Pension Scheme”) ~~which~~to participating eligible employees. The Pension Scheme ceased to admit new employees effective April 2004. The Pension Scheme provides benefits to participating eligible employees. Beginning in Fiscal 2014, a change to the benefit structure was implemented and members’ benefits that accumulate after that date were based upon career average salaries, whereas previously, all benefits were based on salaries at retirement. In September 2017, the Company approved an amendment to freeze benefit accruals under the Pension Scheme in an effort to reduce anticipated future pension expense. As a result of this amendment, the Company froze the pension plan for all participants with an effective date of October 2019 as elected by the plan participants. All future benefit accruals under the plan ~~have thus~~ ceased as of that date.

On July 29, 2021, Signet Group Limited (“SGL”), a wholly-owned subsidiary of the Company, entered into an agreement (the “Agreement”) with Signet Pension Trustee Limited (the “Trustee”), as trustee of the Pension Scheme, to facilitate the Trustee entering into a bulk purchase annuity policy ("BPA") securing accrued liabilities under the Pension Scheme with Rothesay Life Plc ("Rothesay") and subsequently, to wind up the Pension Scheme. The BPA is held by the Trustee as an asset of the Pension Scheme (the "buy-in") in anticipation of Rothesay subsequently (and in accordance with the terms of the BPA) issuing individual annuity contracts to each of the 1,909 Pension Scheme members (or their eligible beneficiaries) ("Transferred Participants") covering their accrued benefits (a full “buy-out”), following which the BPA will terminate and the Trustee will wind up the Pension Scheme (collectively, the “Transactions”).

Under the terms of the Agreement, SGL has contributed ~~£14.0~~£15.0 million to date (approximately ~~$18.9~~$20.1 million) to the Pension Scheme to enable the Trustee to pay for any ~~and all~~ costs incurred by the Trustee as part of the Transactions. The ~~initial contribution of £7.0~~Company expects to contribute up to $1.0 million (approximately $9.7 million) was paid on August 4, 2021, and the Trustee transferred substantially all Plan assets into the BPA on August 9, 2021. SGL contributed an additional £7.0 million (approximately $9.2 million) to the Pension Scheme ~~on March 23, 2022 to faciliate the Trustee funding the balancing premium to Rothesay. SGL is expected to contribute up to an additional~~

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~~£2.0 million (approximately $2.7 million)~~in Fiscal 2024, subject to the ~~Pension Scheme to enable~~level of remaining funding required for the ~~Trustee to pay the remaining costs~~completion of the Transactions ~~and wind up~~described above, including the wind-up of the Pension Scheme.

On April 22, 2022, the Trustee entered into a Deed Poll agreement with Rothesay and a Deed of Assignment with SGL to facilitate the assignment of individual policies for a significant portion of the Transferred Participants (“Assigned Participants”). The Deed Poll and Deed of Assignment, collectively, irrevocably relieve SGL and the Trustee of its obligations under the policies to the Assigned Participants. ~~In addition, during the first quarter of Fiscal 2023, certain Transferred Participants elected to take a voluntary wind-up lump sum distribution and thus no further liability exists for this group.~~

~~In the first quarter of Fiscal 2023, as~~As a result of the Deed Poll and Deed of Assignment, ~~as well as the voluntary lump sum distributions,~~ the Company ~~has~~ determined that a transfer of all remaining risks has occurred with respect to these groups of participants. Thus, management concluded that the Company triggered settlement accounting and performed a remeasurement of the Pension Scheme, which resulted in a non-cash, pre-tax settlement charge of $131.9 million recorded within other non-operating ~~income (expense)~~expense, net within the condensed consolidated ~~statements~~statement of operations during the first quarter of Fiscal 2023.

In the first quarter of Fiscal 2024,the Company recorded an additional non-cash, pre-tax settlement charge of $0.2 million within other non-operating expense, net within the condensed consolidated statement of operations. This charge ~~relates~~was the result of the transfer of all remaining risks with respect to the final groups of participants from the Pension Scheme, which triggered settlement accounting.

The settlement charges recorded in Fiscal 2023 and Fiscal 2024 relate to the pro-rata recognition of previously unrecognized actuarial losses and prior service costs out of AOCI and into earnings associated with the ~~Assigned Participants,~~buy-out of the benefit obligation. No further amounts remain unrecognized in AOCI as ~~well as the voluntary lump sum distributions noted above. The Company expects to settle the remaining obligations and wind up the Pension Scheme by the end~~ of ~~Fiscal~~April 29, 2023.

The components of net periodic ~~pension~~ benefit cost for the Pension Scheme are as follows:

13 weeks ended
(in millions) April 30, 2022 May 1, 2021
Components of net periodic benefit (cost) income:
Interest cost $ (0.9) $ (1.0)
Expected return on plan assets 0.6 1.3
Amortization of unrecognized actuarial losses (0.9) (0.2)
Amortization of unrecognized net prior service costs (0.1) —
Pension settlement loss (131.9) —
Total net periodic benefit (cost) income $ (133.2) $ 0.1


	13 weeks ended
(in millions)	April 29, 2023		April 30, 2022
Components of net periodic benefit cost:

Interest cost	$	—	$	(0.9)
Expected return on plan assets	—		0.6
Amortization of unrecognized actuarial losses	—		(0.9)
Amortization of unrecognized net prior service costs	—		(0.1)
Pension settlement loss	(0.2)		(131.9)
Total net periodic benefit cost	$	(0.2)	$	(133.2)

All components of net periodic benefit cost are charged to other non-operating ~~income (expense),~~expense, net, in the condensed consolidated statements of operations.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The discussion and analysis in this Item 2 is intended to provide the reader with information that will assist in understanding the significant factors affecting the Company’s consolidated operating results, financial condition, liquidity and capital resources. This discussion should be read in conjunction with our condensed consolidated financial statements and the notes ~~to the condensed consolidated financial statements~~thereto included in Item 1 of this Quarterly Report on Form 10-Q, as well as the financial and other information included in Signet’s Fiscal ~~2022~~2023 Annual Report on Form 10-K filed with the SEC on March 17, 2022. This discussion contains forward-looking statements and information. The Company's actual results could materially differ from those discussed in these forward-looking statements. Factors that could cause or contribute to those differences include, but are not limited to, those discussed in the “Forward-Looking Statements” below and elsewhere in this report, as well as in the “Risk Factors” section within Signet’s Fiscal 2022 Annual Report on Form 10-K.16, 2023.

This management's discussion and analysis provides comparisons of material changes in the condensed consolidated financial statements for the 13 weeks ended April 29, 2023 and April 30, ~~2022 and May 1, 2021.~~2022.

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains statements which are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based upon management's beliefs and expectations as well as on assumptions made by and data currently available to management, appear in a number of places throughout this document and include statements regarding, among other things, results of operations, financial condition, liquidity, prospects, growth, strategies and the industry in which ~~Signet operates.~~we operate. The use of the words "expects," "intends," "anticipates," "estimates," "predicts," "believes," "should," "potential," "may," "preliminary," "forecast," "objective," "plan," or "target," and other similar expressions are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to a number of risks and uncertainties which could cause the actual results to not be realized, including, but not limited to: difficulty or delay in executing or integrating an acquisition, including Diamonds Direct and Blue Nile, or executing other major business or strategic initiatives, the negative impacts that the COVID-19 pandemic has had, and could have in the future, on ~~Signet's~~our business, financial condition, profitability and cash flows; the effect of steps we take in response to the pandemic; the severity, duration and potential resurgence of the pandemic (including through variants), including whether it is necessary to temporarily reclose our stores, distribution centers and corporate facilities or for our suppliers and vendors to temporarily reclose their facilities; the pace of recovery when the pandemic subsides and the heightened impact it has on many of the risks described herein,flows, including without limitation risks relating to ~~disruptions~~shifts in ~~our supply chain, our ability to attract and retain labor especially if COVID-19 vaccine mandates are implemented,~~ consumer ~~behaviors such as willingness to congregate in shopping centers and shifts in~~ spending away from the jewelry category due to disruptions in the dating cycle caused by the pandemic and the pace at which such impacts recover, trends toward more experiential purchases such as travel and the impacts of the expiration of government stimulus on overall consumer spending, our level of indebtedness and covenant compliance, availability of adequate capital, our ability to execute our business plans, our lease obligations and relationships with our landlords, and asset impairments;spending; general economic or market conditions, including impacts of inflation, the cessation of government stimulus programs (including the anticipated expiration of student loan relief), or other pricing environment factors on ~~the Company's~~our commodity costs (including diamonds) or other operating costs; a prolonged slowdown in the growth of the jewelry market or a recession in the overall economy; financial market risks; a decline in consumer discretionary spending or deterioration in consumer financial position, including due to the impacts of inflation and rising prices on necessities such as gas and groceries; disruptions in our supply chain; our ability to attract and retain labor; our ability to optimize ~~Signet's~~our transformation strategies; changes to regulations relating to customer credit; disruption in the availability of credit for customers and customer inability to meet credit payment ~~obligations;~~obligations, which has occurred and may continue to deteriorate; our ability to achieve the benefits related to the outsourcing of the credit portfolio, including due to technology disruptions ~~future financial results and operating results~~ and/or disruptions arising from changes to or termination of the relevant outsourcing ~~agreements;~~agreements, as well as a potential increase in credit costs due to the current interest rate environment; deterioration in the performance of individual businesses or of ~~the Company's~~our market value relative to its book value, resulting in impairments of long-lived assets or intangible assets or other adverse financial consequences; the volatility of our stock price; the impact of financial covenants, credit ratings or interest volatility on our ability to borrow; our ability to maintain adequate levels of liquidity for our cash needs, including debt obligations, payment of dividends, planned share repurchases (including execution of accelerated share ~~repurchases)~~repurchases and the payment of related to excise taxes) and capital expenditures as well as the ability of our customers, suppliers and lenders to access sources of liquidity to provide for their own cash needs; changes in our credit rating; potential regulatory changes; future legislative and regulatory requirements in the US and globally relating to climate change, including any new climate related disclosure or compliance requirements, such as those recently proposed by the SEC; ~~global economic conditions or other developments related to the United Kingdom's exit from the European Union;~~ exchange rate fluctuations; the cost, availability of and demand for diamonds, gold and other precious metals, including any impact on the global market supply of diamonds due to the ongoing Russia-Ukraine conflict or related sanctions; stakeholder reactions to disclosure regarding the source and use of certain minerals; scrutiny or detention of goods produced in certain territories resulting from trade restrictions; seasonality of ~~Signet's~~our business; the merchandising, pricing and inventory policies followed by ~~Signet~~us and ~~failure~~our ability to manage inventory levels; ~~Signet's~~our relationships with suppliers including the ability to continue to utilize extended payment terms and the ability to obtain merchandise that customers wish to purchase; the failure to adequately address the impact of existing tariffs and/or the imposition of additional duties, tariffs, taxes and other charges or other barriers to trade or impacts from trade relations; the level of competition and promotional activity in the jewelry sector; our ability to optimize ~~Signet's~~our multi-year strategy to gain market share, expand and improve existing services, innovate and achieve sustainable, long-term growth; the maintenance and continued innovation of ~~Signet's~~our OmniChannel retailing and ability to increase digital sales, as well as management of ~~its~~ digital marketing costs; changes in consumer attitudes regarding jewelry and failure to anticipate and keep pace

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with changing fashion trends; changes in the supply and consumer acceptance of and demand for gem quality lab created diamonds and adequate identification of the use of substitute products in our jewelry; ability to execute successful marketing programs and manage social media; the ability to optimize ~~Signet's~~our real estate ~~footprint; the ability to satisfy the accounting requirements for "hedge accounting," or the default or insolvency of a counterparty to a hedging contract;~~footprint, including operating in attractive trade areas and mall locations; the performance of and ability to recruit, train, motivate and retain qualified team members - particularly in regions experiencing low unemployment rates; management of social, ethical and environmental risks; the reputation of Signet and its banners; inadequacy in and disruptions to internal controls and systems, including related to the migration to new information technology systems which impact financial reporting; security breaches and other disruptions to ~~Signet's~~our information technology infrastructure and databases; an adverse development in legal or regulatory proceedings or tax matters, including any new claims or litigation brought by employees, suppliers, consumers or shareholders, regulatory initiatives or investigations, and ongoing compliance with regulations and any consent orders or other legal or regulatory decisions; failure to comply with labor regulations; collective bargaining activity; changes in corporate taxation rates, laws, rules or practices in the US and other jurisdictions in which ~~Signet's~~our subsidiaries are incorporated, including developments related to the tax

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treatment of companies engaged in Internet commerce or deductions associated with payments to foreign related parties that are subject to a low effective tax rate; risks related to international laws and Signet being a Bermuda corporation; ~~difficulty or delay in executing or integrating an acquisition, including Diamonds Direct, or executing other major business or strategic initiatives;~~ risks relating to the outcome of pending litigation; our ability to protect our intellectual property or ~~physical assets;~~assets including cash which could be affected by failure of a financial institution or conditions affecting the banking system and financial markets as a whole; changes in assumptions used in making accounting estimates relating to items such as extended service ~~plans and pensions;~~plans; or the impact of weather-related incidents, natural disasters, organized crime or theft, strikes, protests, riots or terrorism, acts of war (including the ongoing ~~Russian-Ukraine~~Russia-Ukraine conflict), or another public health crisis or disease outbreak, epidemic or pandemic on ~~Signet's~~our business.

For a discussion of these and other risks and uncertainties which could cause actual results to differ materially from those expressed in any forward looking statement, see the “Risk Factors” and “Forward-Looking Statements” sections of Signet’s Fiscal ~~2022~~2023 Annual Report on Form 10-K filed with the SEC on March ~~17, 2022~~16, 2023 and quarterly reports on Form 10-Q and the “Safe Harbor Statements” in current reports on Form 8-K filed with the SEC. Signet undertakes no obligation to update or revise any forward-looking statements to reflect subsequent events or circumstances, except as required by law.

OVERVIEW

Signet Jewelers Limited (“Signet” or the “Company”) is the world’s largest retailer of diamond jewelry. Signet is incorporated in Bermuda. The Company ~~with 2,854 stores and kiosks~~operated 2,778 retail locations as of April ~~30, 2022,~~29, 2023, which when combined with the Company’s digital capabilities under its Connected Commerce strategy, provides customers the opportunity to use both online and in-store experiences as part of their shopping journey. Signet manages its business by geography, a description of which follows:

•The North America reportable segment ~~has 2,413~~operates nine banners, with the majority operating through both online and brick and mortar retail operations. The segment had 2,373 locations in the US and 9493 locations in Canada as of April ~~30, 2022.~~29, 2023.

◦In the US, the segment ~~primarily~~ operates ~~in malls and off-mall locations~~ under the following banners: Kay (Kay Jewelers and Kay Outlet); Zales (Zales Jewelers and Zales Outlet); Jared (Jared The Galleria Of Jewelry and Jared Vault); ~~Diamonds Direct; JamesAllen.com; and Rocksbox. Additionally, in the US, the segment operated mall-based kiosks under the~~ Banter by Piercing ~~Pagoda banner.~~Pagoda; Diamonds Direct; Rocksbox; and digital banners, James Allen and Blue Nile.

◦In Canada, the segment ~~primarily~~ operates under the Peoples banner (Peoples Jewellers).

•The International reportable segment ~~has 347 stores~~had 312 locations in the UK, Republic of Ireland and Channel ~~Islands. Its stores operate in shopping malls and off-mall locations (i.e. high street) principally under the~~Islands as of April 29, 2023, as well as maintains an online retail presence for its principal banners, H. Samuel and Ernest ~~Jones banners.~~Jones.

Certain Company activities are managed in the “Other” segment for financial reporting purposes, including the Company’s diamond sourcing function and its diamond polishing factory in Botswana. See Note 5 of Item 1 for additional information regarding the Company’s reportable ~~segments.~~segments, and see Item 1 of Signet’s Fiscal 2023 Annual Report on Form 10-K for further background and description of the Company’s business.

~~Diamonds Direct~~Blue Nile acquisition

On ~~November 17, 2021,~~August 19, 2022, the Company ~~finalized its acquisition~~acquired all of ~~Diamonds Direct USA~~the outstanding shares of Blue Nile, Inc. (“~~Diamonds Direct”~~Blue Nile”) ~~for~~, subject to the terms of a stock purchase agreement entered into on August 5, 2022. The total cash consideration ~~of $503.1~~was $389.9 million, net of cash acquired. Diamonds Direct is an off-mall, destination jeweler in the US operating with a highly productive, efficient operating model with demonstrated growth and profitability. Diamonds Direct has been immediately accretive to Signet following the acquisition date. Diamonds Direct's strong value proposition, extensive bridal offering and customer centric, high-touch shopping experienceacquired, including purchase price adjustments for working capital. Blue Nile is a ~~destination for~~leading online retailer of engagement rings and fine jewelry. The addition of Blue Nile brings Signet a younger, ~~luxury-oriented bridal shoppers. Diamonds Direct strategically~~more affluent, and diverse customer to Signet’s banner portfolio that expands Signet’s ~~market in~~ accessible luxury tier. We believe the strategic acquisition of Blue Nile accelerates Signet's efforts to enhance its connected commerce capabilities and ~~bridal, provides access~~extend its digital leadership across the jewelry category – all to ~~a new customer base and furthers Signet’s opportunity to build lifetime customer relationships. Signet plans to grow Diamonds Direct while driving operating margin expansion over time through~~further achieve meaningful operating synergies ~~in purchasing, targeted marketing~~for the consumers and ~~connected commerce.~~

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create value for shareholders.

Overall performance

Signet’s total sales ~~grew 8.9%~~decreased by 9.3% during the first quarter of Fiscal ~~2023~~2024 compared to the same ~~quarter~~period in Fiscal 2023. Sales in the Company’s organic businesses were down year over year due to the continued impact of ~~Fiscal 2022,~~heightened inflationary pressure on consumers’ discretionary spending, as well as the ~~Company’s growth continues to be fueled by the addition of Diamonds Direct to Signet’s portfolio~~decline in the fourth quarter of Fiscal 2022. In addition, organic growth of 2.6% in the first quarter was driven by the reopening of the UK and Canadian stores which were closed for most of the first quarter in the prior year; however, this growth was tempered by the impacts of lapping benefits from last year’s government stimulus, shifts in consumer spending to experiences and travel, and inflationary factors on consumer spending, which was particularly apparent in categories with lower price points. The Company’s overall performance continues to reflect sustainable enhancements to Signet’s connected commerce capabilities, digital marketing effectiveness, the strength of Signet’s banner differentiation and inventory management. The Company’s focus on its connected commerce shopping experience, both online and in-store, helped maintain strong conversion rates and improve average transaction valuesengagements during the first quarter of Fiscal 2024, which was anticipated, as further discussed below. These declines in the organic businesses were offset partially by the addition of Blue Nile to Signet’s portfolio in the second half of Fiscal 2023. During the first quarter of Fiscal ~~2023,~~2024, the Company’s average merchandise transaction values (“ATV”) decreased by 0.9% in the North America reportable segment and increased by 8.1% in the International reportable segment. The decrease in North America ATV is due primarily to product mix and the softening in engagements as noted above, which generally carries products at higher price points.

During the remainder of Fiscal 2024, the Company ~~will~~intends to continue to execute the initiatives under its Inspiring Brilliance strategy, which is focused on the achievement of sustainable ~~industry leading growth.~~industry-leading growth with an annual double digit non-GAAP operating margin (see Non-GAAP Measures section for further information). The Company’s strategy focuses on sustainable enhancements to the differentiation of Signet’s banners, including the expansion of its accessible luxury portfolio, its connected commerce and digital capabilities and its initiatives to accelerate services and optimize its real estate footprint. As described in the Purpose and Strategy section within Item 1 of Signet’s Fiscal 2023 Annual Report on Form 10-K ~~for the year ended January 29, 2022~~filed with the SEC on March ~~17, 2022,~~16, 2023, through its Inspiring Brilliance strategy, the Company ~~will focus~~is focused on leveraging its core strengths that it developed ~~over~~since the ~~past four~~beginning of its transformation five years ago with the goal of creating a broader mid-market and increasing Signet’s share of that larger market as the industry leader.

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Refer to the “Results of Operations” section below for further information on performance during the first quarter of Fiscal ~~2023.~~2024.

Outlook

As noted above, Signet’s performance during the first quarter of Fiscal 2023 reflected the lapping of some of the benefits from last year's government stimulus, mitigating the impact of inflation, and concurrent shifts in increased consumer spending to experiences and travel. Following a year of heightened growth in Fiscal 2022, jewelry industry revenues softened in Fiscal 2023 and are now expected to be ~~flat to~~ down ~~slightly~~more than the initial expectations of mid-single digits for ~~the remainder of~~ Fiscal ~~2023,~~2024, as further downward pressure on consumer discretionary spending ~~on categories such as jewelry~~ is expected to ~~decline, in favor of experience related spending.~~continue. In addition, the Company ~~anticipates~~expects headwinds to continue in engagements throughout Fiscal 2024, with some expected recovery in engagements later in the year and continuing to rebound in Fiscal 2025. It is anticipated that discretionary spending in jewelry will continue to be adversely impacted by rising prices on necessities such as gas and groceries, ~~as well as less disposable income by consumers as a result~~and could further impact sales of ~~the expiration of government stimulus programs, particularly on~~ the Company’s product assortments at lower and mid-tier price points. Consumer spending may also be impacted by customers’ ability to obtain credit, as well as the anticipated expiration of student loan relief in mid-Fiscal 2024. The declines in the bridal category, driven by the headwinds in engagements, will also continue to result in a decrease in demand for products at higher price points. However, the magnitude and timing of both inflationary factors and the shift in spending are difficult to predict, as is whether these pressures will ultimately impact other product ~~categories, such as those at higher price points.~~categories. Despite the current headwinds, the Company expects to continue strategic investments that differentiate Signet from its competitors, in particular investments in its banner value propositions, its services business, and its digital and data analytics capabilities. The Company believes that ~~its banner value propositions and differentiation, including~~these strengths, as well as the addition of Diamonds Direct and Blue Nile to Signet’s portfolio, ~~the strength of the Company’s product assortment~~will continue to position Signet to gain market share and ~~its investments in digital capabilities and flexible fulfillment methods are expected to continue fueling~~fuel a ~~strong~~positive response from ~~customers across most merchandise categories and banners in Fiscal 2023.~~customers. Furthermore, the Company will continue its diligent and effective efforts to drive ~~structural~~ cost savings and ~~mitigate supply chain disruption.~~

leverage its flexible operating model.

The Company continues to monitor the ~~potential~~ impacts of ~~the novel coronavirus (“COVID-19”) and other~~certain macroeconomic factors on its business, such as inflation and the conflict in Ukraine. ~~Continued uncertainties~~Uncertainties exist that could continue to impact the Company’s results of operations or cash flows in the future, such as ~~potential resurgence of COVID-19 in key trade areas,~~further pricing and inflationary environment changes impacting the Company (including, but not limited to, materials, labor, fulfillment and advertising costs) or adverse shifts in consumer discretionary spending, supply chain disruptions to the ~~consumers’ ability to spend described above,~~Company’s business, the Company’s ability to recruit and retain qualified team members, or organized retail crime ~~or extended duration of heightened unemployment~~and its impact to mall traffic. See “Forward-Looking Statements” above as well as the “Risk Factors” section herein and in ~~certain trade areas.~~Signet’s Fiscal 2023 Annual Report on Form 10-K.

~~Table of Contents~~

RESULTS OF OPERATIONS

The following should be read in conjunction with the condensed consolidated financial statements and related notes in Item 1 of this Quarterly Report on Form 10-Q, as well as the financial and other information included in Signet’s Fiscal 2022 Annual Report on Form 10-K.

Comparison of First Quarter Fiscal ~~2023~~2024 to First Quarter Fiscal ~~2022~~2023

•Same store sales: ~~Up 2.5%~~Down 13.9%.

•Total sales: ~~$1.84~~$1.67 billion, ~~increased 8.9%~~down 9.3%.

•Operating income: ~~$0.2~~$101.7 million compared to ~~$168.7~~$0.2 million in the prior year.

•Diluted earnings (loss) per share: ~~$(1.89)~~$1.79 compared to ~~$2.23~~$(1.89) in the prior year.


		First Quarter								First Quarter
		Fiscal 2023				Fiscal 2022					Fiscal 2024		Fiscal 2023
(in millions)	(in millions)	$		% of sales		$		% of sales				(in millions)	$		% of sales		$		% of sales
Sales	Sales	$	1,838.3	100.0	%	$	1,688.8	100.0	%			Sales	$	1,668.0	100.0	%	$	1,838.3	100.0	%
Cost of sales	Cost of sales	(1,114.6)		(60.6)		(1,010.4)		(59.8)				Cost of sales	(1,036.0)		(62.1)		(1,114.6)		(60.6)
Gross margin	Gross margin	723.7		39.4		678.4		40.2				Gross margin	632.0		37.9		723.7		39.4
Selling, general and administrative expenses	Selling, general and administrative expenses	(533.1)		(29.0)		(512.0)		(30.3)				Selling, general and administrative expenses	(530.4)		(31.8)		(533.1)		(29.0)
Other operating income (expense)	Other operating income (expense)	(190.4)		(10.4)		2.3		0.1				Other operating income (expense)	0.1		—		(190.4)		(10.4)
Operating income	Operating income	0.2		—		168.7		10.0				Operating income	101.7		6.1		0.2		—
Interest expense, net	Interest expense, net	(4.4)		(0.2)		(3.9)		(0.2)				Interest expense, net	5.6		0.3		(4.4)		(0.2)
Other non-operating income (expense)		(134.5)		(7.3)		0.1		—
Other non-operating expense, net												Other non-operating expense, net	(0.4)		—		(134.5)		(7.3)
Income (loss) before income taxes	Income (loss) before income taxes	(138.7)		(7.5)		164.9		9.8				Income (loss) before income taxes	106.9		6.4		(138.7)		(7.5)
Income taxes	Income taxes	55.2		3.0		(26.5)		(1.6)				Income taxes	(9.5)		(0.6)		55.2		3.0
Net income (loss)	Net income (loss)	$	(83.5)	(4.5)	%	$	138.4	8.2	%			Net income (loss)	$	97.4	5.8	%	$	(83.5)	(4.5)	%
Dividends on redeemable convertible preferred shares	Dividends on redeemable convertible preferred shares	(8.6)		nm		(8.6)		nm				Dividends on redeemable convertible preferred shares	(8.6)		nm		(8.6)		nm
Net income (loss) attributable to common shareholders	Net income (loss) attributable to common shareholders	$	(92.1)	(5.0)	%	$	129.8	7.7	%			Net income (loss) attributable to common shareholders	$	88.8	5.3	%	$	(92.1)	(5.0)	%

nm Not meaningful.

Table of Contents

First quarter sales

Signet's total sales ~~increased 8.9%~~decreased 9.3% year over year to ~~$1.84~~$1.67 billion in the 13 weeks ended April ~~30, 2022. Total~~29, 2023, while total sales at constant exchange rates ~~increased 9.1%~~decreased 8.7%. ~~This growth reflects~~Same store sales decreased 13.9%, compared to an increase of 2.5% in the ~~initiatives~~prior year quarter. These declines were driven by the ~~Company has~~impact of heightened inflationary pressure on consumers’ discretionary spending and the expected decline in the bridal category, driven by lower engagements, all of which resulted in ~~bridal and accessible luxury under its Inspiring Brilliance strategy, primarily due~~lower average transaction values compared to prior year. In addition, the total sales decrease was partially offset by the addition of ~~Diamonds Direct~~Blue Nile to ~~Signet's~~Signet’s portfolio. Signet’s same store sales increased 2.5% which reflects an increase in foot traffic back to the stores, particularly in the UK and Canada, which were closed or restricted for most of the first quarter of Fiscal 2022, as well as continued strong performance from the repair and services business.

eCommerce sales in the first quarter of Fiscal ~~2023~~2024 were ~~$320.5~~$380.6 million, ~~down $25.8~~up $60.1 million or ~~7.5%~~18.8%, compared to ~~$346.3~~$320.5 million in the prior year first ~~quarter.~~quarter, primarily driven by the addition of Blue Nile to Signet’s portfolio. eCommerce sales accounted for ~~17.4%~~22.8% of first quarter sales, ~~down~~up from ~~20.5%~~17.4% of total sales in the prior year first ~~quarter which was offset by the brick~~quarter. Brick and mortar same store sales ~~increase of 5.2%~~decreased 14.0% from the prior year first quarter. ~~This shift reflects an increase in foot traffic back to the stores, particularly in the UK and Canada, as noted above.~~

The breakdown of the first quarter sales performance by segment is set out in the table below:


		Change from previous year													Change from previous year
First Quarter of Fiscal 2023		Same store sales		Non-same store sales, net (2)		Total sales at constant exchange rate		Exchange translation impact		Total sales as reported		Total sales (in millions)
First Quarter of Fiscal 2024														First Quarter of Fiscal 2024	Same store sales		Non-same store sales, net (2)		Total sales at constant exchange rate (3)		Exchange translation impact		Total sales as reported		Total sales (in millions)

North America segment	North America segment	(0.9)	%	6.3	%	5.4	%	—	%	5.4	%	$	1,705.0	North America segment	(14.2)	%	5.9	%	(8.3)	%	(0.1)	%	(8.4)	%	$	1,561.2

International segment	International segment	102.6	%	(0.8)	%	101.8	%	(10.2)	%	91.6	%	$	110.0	International segment	(8.5)	%	(0.1)	%	(8.6)	%	(6.9)	%	(15.5)	%	$	93.0
Other segment (1)	Other segment (1)	nm		nm		nm		nm		nm		$	23.3	Other segment (1)	nm		nm		nm		nm		nm		$	13.8
Signet	Signet	2.5	%	6.6	%	9.1	%	(0.2)	%	8.9	%	$	1,838.3	Signet	(13.9)	%	5.2	%	(8.7)	%	(0.6)	%	(9.3)	%	$	1,668.0

(1) Includes sales from Signet’s diamond sourcing initiative.

(2) Includes sales from acquired businesses which were not included in the results for the full comparable periods presented. Blue Nile has been excluded from same store sales for the full quarter.

~~Table~~(3) The Company provides the period-over-period change in total sales excluding the impact of ~~Contents~~foreign currency fluctuations, which is a non-GAAP measure, to provide transparency to performance and enhance investors’ understanding of underlying business trends. The effect from foreign currency, calculated on a constant currency basis, is determined by applying current year average exchange rates to prior year sales in local currency.

nm Not meaningful.

~~Average merchandise transaction value (“ATV”)~~ATV is defined as net merchandise sales on a same store basis divided by the total number of customer transactions. As such, the ATV is measured each period based on the same store sales base for the corresponding period presented. Therefore, changes in ATV from the ~~prior~~previous year do not recompute within the average values presented in the table below.


		Average Merchandise Transaction Value(1)(2)								Merchandise Transactions					Average Merchandise Transaction Value(1)(2)								Merchandise Transactions
		Average Value				Change from previous year				Change from previous year					Average Value				Change from previous year				Change from previous year
First Quarter	First Quarter	Fiscal 2023		Fiscal 2022		Fiscal 2023		Fiscal 2022		Fiscal 2023		Fiscal 2022		First Quarter	Fiscal 2024		Fiscal 2023		Fiscal 2024		Fiscal 2023		Fiscal 2024		Fiscal 2023

North America segment	North America segment	$	496	$	418	19.2	%	15.2	%	(18.6)	%	90.0	%	North America segment	$	538	$	496	(0.9)	%	19.2	%	(15.9)	%	(18.6)	%

International segment (3)	International segment (3)	£	199	£	165	1.5	%	5.8	%	99.7	%	(16.6)	%	International segment (3)	£	186	£	199	8.1	%	1.5	%	(16.7)	%	99.7	%

(1) Net merchandise sales within the North America segment include all merchandise product sales, net of discounts and returns. In addition, excluded from net merchandise sales are sales tax in the US, repairs, extended service plans, insurance, employee and other miscellaneous sales. As a result, the sum of the changes will not agree to change in same store sales.

(2) Net merchandise sales within the International segment include all merchandise product sales, including value added tax (“VAT”), net of discounts and returns. In addition, excluded from net merchandise sales are repairs, warranty, ~~insurance,~~ employee and other miscellaneous sales. As a result, the sum of the changes will not agree to change in same store sales.

(3) Amounts for the International segment are denominated in British pounds.

North America sales

The North America segment’s total sales were ~~$1.71~~$1.56 billion compared to ~~$1.62~~$1.71 billion in the prior year quarter, or ~~an increase~~a decrease of ~~5.4%~~8.4%. This ~~growth reflects~~decrease was primarily driven by the ~~initiatives the Company has driven~~decline in ~~bridal and accessible luxury under its Inspiring Brilliance strategy, primarily~~same store sales due to the ~~addition~~impact of ~~Diamonds Direct to Signet's portfolio, as well as an increased~~heightened inflationary pressure on consumers’ discretionary spending and the expected decline in the bridal category, driven by lower engagements, all of which resulted in lower ATV ~~of 19.2%~~ compared to the prior year.

In the North America segment, ATV decreased 0.9% year over year. Same store sales decreased ~~0.9%~~14.2% compared to ~~an increase~~a decrease of ~~117.2%~~0.9% in the prior ~~year. The North America segment’s same store sales performance during~~year quarter, which is reflective of the ~~first quarter of Fiscal 2023 reflected the impacts of lapping benefits from last year’s government stimulus, shifts in consumer spending to experiences~~factors discussed above and ~~travel, and inflationary factors on consumer spending, which was particularly apparent in categories with lower price points. Overall, this~~ resulted in the number of transactions decreasing by ~~18.6%~~15.9% year over year.

International sales

The International segment’s total sales ~~increased 91.6%~~decreased 15.5% to ~~$110.0~~$93.0 million compared to ~~$57.4~~$110.0 million in the prior year, primarily due to the impact of heightened inflationary pressure on consumers’ discretionary spending, especially on necessities such as gas and ~~increased 101.8%~~groceries as well as a weakening of the British Pound, which drove 6.9% of this decline. Total sales at constant exchange ~~rates. Same store sales increased 102.6% compared to a decrease of 12.2%~~rates decreased 8.6%. In addition, in ~~the prior year. In~~ the International segment, the ~~ATV increased 1.5% year over year, while the~~ number of transactions decreased 16.7%, partially offset by a higher ATV, which increased ~~99.7%. The sales growth reflects the increase in foot traffic in the current~~8.1% year ~~as the UK stores were substantially closed during the first quarter~~over year.

Table of ~~Fiscal 2022.~~Contents

Gross margin

In the first quarter of Fiscal ~~2023,~~2024, gross margin was ~~$723.7~~$632.0 million or ~~39.4%~~37.9% of sales compared to ~~$678.4~~$723.7 million or ~~40.2%~~39.4% of sales in the prior year comparable period. The ~~slight~~ decrease reflects the deleveraging of fixed costs on the lower volume as described above, primarily in store occupancy costs, as well as the lower gross ~~margin rate for the 13 weeks ended April 30, 2022, compared to prior year, reflects similar merchandise margin~~margins related to the ~~prior year within organic banners and the strength~~mix of ~~Diamonds Direct’s~~Blue Nile’s bridal business, which generally carries a lower ~~relative margin. In addition, the gross margin also reflects the lapping of benefits received in the UK in Fiscal 2022 from COVID-related tax abatements. This decrease~~margins, and was partially offset by higher merchandise margins within the ~~continued benefits of cost savings and leveraging of fixed costs across the Company.~~Company’s organic banners.

Selling, general and administrative expenses (“SG&A”)

In the first quarter of Fiscal ~~2023,~~2024, SG&A was $530.4 million or 31.8% of sales compared to $533.1 million or 29.0% ~~of sales compared to $512.0 million or 30.3%~~ of sales in the prior year quarter. The increase in SG&A as a percentage of sales compared to the prior year quarter was primarily due to the impact of lower sales in the organic businesses, higher ~~advertising, payroll~~credit costs and investments, ~~in digital/IT. This was~~ partially offset by ~~the benefits of structural~~overall cost savings from the Company’s transformation activities, including the benefits of the Company’s restructured outsourced credit agreements, finalized in the second quarter of Fiscal 2022, as well as the impact of the efficiency of Diamonds Direct’s operating model.initiatives.

Other operating income (expense)

~~For~~In the ~~13 weeks ended April 30, 2022,~~first quarter of Fiscal 2024, other operating income was $0.1 million compared to other operating expense ~~was~~of $190.4 million in the prior year quarter. The first quarter of Fiscal 2023 was primarily driven by the pre-tax litigation charges of $190.0 million. The current quarter includes a credit to income of $3.0 million related to an adjustment of a prior litigation accrual. See Note 20 for additional information.

Operating income

For the ~~13 weeks ended May 1, 2021, other~~first quarter of Fiscal 2024, operating income was ~~$2.3 million primarily driven by interest income on the Company’s non-prime credit card portfolio and offset primarily by foreign exchange losses.~~

~~Operating income~~

F~~or the 13 weeks ended~~ ~~April 30, 2022, operating income was $0.2~~$101.7 million or ~~0.0%~~6.1% of sales, compared to ~~$168.7~~$0.2 million or ~~10.0%~~0.0% of sales in the prior year first quarter. ~~This decrease~~The increase was primarily driven by the pre-tax litigation charges of $190.0 million incurred in the prior first quarter, partially offset by ~~the impact of the addition of Diamonds Direct to Signet's portfolio~~lower overall sales and ~~the benefits of cost savings discussed above.~~

~~Table of Contents~~

related gross margin in Fiscal 2024.

Signet’s operating income (loss) by segment for the first quarter is as follows:


		Fiscal 2023				Fiscal 2022					Fiscal 2024				Fiscal 2023
(in millions)	(in millions)	$		% of segment sales		$		% of segment sales		(in millions)	$		% of segment sales		$		% of segment sales
North America segment (1)	North America segment (1)	$	24.8	1.5	%	$	212.0	13.1	%	North America segment (1)	$	124.7	8.0	%	$	24.8	1.5	%
International segment	International segment	(6.4)		(5.8)	%	(19.7)		(34.3)	%	International segment	(6.9)		(7.4)	%	(6.4)		(5.8)	%
Other segment	Other segment	3.0		nm		(0.9)		nm		Other segment	(0.7)		nm		3.0		nm
Corporate and unallocated expenses(2)	Corporate and unallocated expenses(2)	(21.2)		nm		(22.7)		nm		Corporate and unallocated expenses(2)	(15.4)		nm		(21.2)		nm
Operating income	Operating income	$	0.2	—	%	$	168.7	10.0	%	Operating income	$	101.7	6.1	%	$	0.2	—	%

See Note 2120 for additional information.

~~nm Not meaningful.~~

Interest ~~expense,~~income (expense), net

For the 13 weeks ended April ~~30, 2022,~~29, 2023, net interest income was $5.6 million compared to net interest expense ~~was~~of $4.4 ~~million, compared to $3.9~~ million in the 13 weeks ended ~~May 1, 2021.~~April 30, 2022. The interest income recognized in the 13 weeks ended April 29, 2023 is the result of interest earned on excess cash balances and higher interest rates on these accounts compared to the prior year first quarter.

Other non-operating ~~income (expense)~~expense, net

In the first quarter of Fiscal ~~2023,~~2024, other non-operating expense was ~~$134.5~~$0.4 million compared to ~~other non-operating income of $0.1~~$134.5 million in the prior year comparable period. The other non-operating expenses in the first quarter of Fiscal 2023 primarily consisted of a non-cash, pre-tax settlement ~~charge~~charges of $131.9 million related to the partial buy-out of the Pension Scheme. Refer to Note 2221 for additional information.

Income taxes

In the first quarter of Fiscal ~~2023,~~2024, income tax ~~benefit~~expense was ~~$55.2~~$9.5 million, with an effective tax rate (“ETR”) of ~~39.8%~~8.9%, compared to an income tax ~~expense~~benefit of ~~$26.5~~$55.2 million, with an ETR of ~~16.1%~~39.8%, in the prior year comparable period. The ETR for the ~~13 weeks ended April 30, 2022~~first quarter of Fiscal 2024 was lower than the US federal income tax rate, primarily due to the favorable impact of foreign rate differences and benefits from global reinsurance arrangements, as well as the discrete tax benefits recognized in the first quarter of Fiscal 2024. The first quarter of Fiscal 2024 discrete tax benefits relate to the reclassification of remaining taxes on the pension settlement out of AOCI of $4.1 million and the excess tax benefit for share-based compensation which vested during the quarter of $7.6 million.

The ETR for the first quarter of Fiscal 2023 was higher than the US federal income tax rate, primarily as a result of the discrete tax benefits related to litigation charges of $47.7 million, the reclassification of the pension settlement loss out of AOCI of $25.0 million and the excess tax benefit for share based compensation which vested during the ~~year~~quarter of $13.0 million.

Table of Contents

The ETR for the 13 weeks ended May 1, 2021 was lower than the US federal income tax rate primarily due to the favorable impact of foreign rate differences and benefits from its global reinsurance arrangements.

NON-GAAP MEASURES

Signet provides certain non-GAAP information in reporting its financial results to give investors additional data to evaluate its operations. The Company believes that non-GAAP financial measures, when reviewed in conjunction with GAAP financial measures, can provide more information to assist investors in evaluating historical trends and current period performance. For these reasons, internal management reporting also includes non-GAAP measures. Items may be excluded from GAAP financial measures when the Company believes this provides greater clarity to management and investors.

These non-GAAP financial measures should be considered in addition to, and not superior to or as a substitute for the GAAP financial measures presented in the Company’s condensed consolidated financial statements and other publicly filed reports. In addition, our non-GAAP financial measures may not be the same as or comparable to similar non-GAAP measures presented by other companies.

1. Net cash

Net cash is a non-GAAP measure defined as the total of cash and cash equivalents less loans, overdrafts and long-term debt. Management considers this metric to be helpful in understanding the total indebtedness of the Company after consideration of ~~liquidity available from~~ cash balances on-hand.

(in millions) April 30, 2022 January 29, 2022 May 1, 2021
Cash and cash equivalents $ 927.6 $ 1,418.3 $ 1,298.4
Less: Long-term debt (147.1) (147.1) (146.8)
Net cash $ 780.5 $ 1,271.2 $ 1,151.6

~~Table of Contents~~


(in millions)	April 29, 2023		January 28, 2023		April 30, 2022
Cash and cash equivalents	$	655.9	$	1,166.8	$	927.6

Less: Long-term debt	(147.5)		(147.4)		(147.1)
Net cash	$	508.4	$	1,019.4	$	780.5

2. Free cash flow

Free cash flow is a non-GAAP measure defined as the net cash provided by operating activities less purchases of property, plant and equipment. Management considers this metric to be helpful in understanding how the business is generating cash from its operating and investing activities that can be used to meet the financing needs of the business. Free cash flow is an indicator frequently used by management in evaluating its overall liquidity needs and determining appropriate capital allocation strategies. Free cash flow does not represent the residual cash flow available for discretionary purposes.


		13 weeks ended			13 weeks ended
(in millions)	(in millions)		April 30, 2022			May 1, 2021		(in millions)	April 29, 2023		April 30, 2022
Net cash (used in) provided by operating activities			$	(135.5)		$	161.1
Net cash used in operating activities								Net cash used in operating activities	$	(381.8)	$	(135.5)
Purchase of property, plant and equipment	Purchase of property, plant and equipment		(20.8)			(11.3)		Purchase of property, plant and equipment	(27.1)		(20.8)
Free cash flow	Free cash flow		$	(156.3)		$	149.8	Free cash flow	(408.9)		(156.3)

3. Earnings before interest, income taxes, depreciation and amortization (“EBITDA”) and adjusted EBITDA

EBITDA is a non-GAAP measure defined as earnings before interest, income taxes, depreciation and amortization. EBITDA is an important indicator of operating performance as it excludes the effects of financing and investing activities by eliminating the effects of interest, income taxes, depreciation and amortization costs. Adjusted EBITDA is a non-GAAP measure, defined as earnings before interest, income taxes, depreciation and amortization, share-based compensation expense, non-operating ~~income (expense)~~expense, net and certain non-GAAP accounting adjustments. Reviewed in conjunction with net income (loss) and operating income, ~~(loss),~~ management believes that EBITDA and adjusted EBITDA help in enhancing investors’ ability to evaluate and analyze trends regarding Signet’s business and performance based on its current operations. Adjusted EBITDA is also an input into the Company’s leverage ratio, which is a non-GAAP measure disclosed in the Company’s Form 10-K on an annual basis.

13 weeks ended
(in millions) April 30, 2022 May 1, 2021
Net income (loss) $ (83.5) $ 138.4
Income tax (benefit) expense (55.2) 26.5
Interest expense, net 4.4 3.9
Depreciation and amortization 40.0 42.1
Amortization of unfavorable contracts (0.5) (1.4)
EBITDA $ (94.8) $ 209.5
Other non-operating expense (income) (3)
134.5 (0.1)
Share-based compensation 10.5 8.0
Other accounting adjustments
Restructuring charges — (0.7)
Asset impairments, net (1)
— (0.2)
Acquisition-related costs (2)
4.4 1.1
Litigation charges (4)
190.0 —
Adjusted EBITDA $ 244.6 $ 217.6

Table of Contents


	13 weeks ended
(in millions)	April 29, 2023		April 30, 2022
Net income (loss)	$	97.4	$	(83.5)
Income taxes	9.5		(55.2)
Interest (income) expense , net	(5.6)		4.4
Depreciation and amortization	43.1		40.0
Amortization of unfavorable contracts	(0.5)		(0.5)
EBITDA	$	143.9	$	(94.8)
Other non-operating expense, net (1)	0.4		134.5
Share-based compensation	11.3		10.5
Other accounting adjustments
Litigation charges (2)	(3.0)		190.0
Acquisition and integration-related costs (3)	7.8		4.4



Adjusted EBITDA	$	160.4	$	244.6

(1) Includes ~~right-of-use (“ROU”) asset impairment gains, net recorded due~~pension settlement charges. Refer to ~~various impacts of COVID-19~~Note 21 for further information.

(2) Fiscal 2024 includes a credit to income related to the ~~Company’s business and related gains on terminations or modifications~~adjustment of ~~leases, resulting from previously recorded impairments of the right of use assets in Fiscal 2021.~~a prior litigation accrual. Refer to Note 20 for further information.

~~(2)~~(3) ~~Acquisition-related~~Acquisition and integration-related costs include integration costs, primarily severance and retention, and exit and disposal costs, incurred for the integration of Blue Nile in the first quarter of Fiscal 2024; the first quarter of Fiscal 2023 included the impact of the fair value step-up for inventory from Diamonds ~~Direct in the first quarter of Fiscal 2023, as well as professional fees for direct transaction-related costs incurred for the acquisition of Rocksbox in the first quarter of Fiscal 2022.~~Direct.

~~(3)~~ ~~Includes the pension settlement charge of $131.9 million. Refer to Note 22 for further information.~~

~~(4)~~ ~~Refer to Note 21 for additional information.~~

~~Table of Contents~~

4. Non-GAAP operating income and non-GAAP operating margin

Non-GAAP operating income is a non-GAAP measure defined as operating income excluding the impact of ~~significant and unusual~~certain items which management believes are not necessarily reflective of normal operational performance during a period. Management finds the information useful when analyzing operating results in order to appropriately evaluate the performance of the business without the impact of these certain items. In particular, management believes the consideration of measures that exclude such items can assist in the comparison of operational performance in different periods which may or may not include such items. Management also utilizes non-GAAP operating margin, defined as non-GAAP operating income as a percentage of total sales, to further evaluate the effectiveness and efficiency of the Company’s flexible operating model.


	13 weeks ended
(in millions)	April 29, 2023			April 30, 2022
Operating income	$	101.7		$	0.2
Litigation charges (1)	(3.0)			190.0
Acquisition and integration-related costs (2)	7.8			4.4



Non-GAAP operating income	$	106.5		$	194.6

Operating margin	6.1		%	—		%
Non-GAAP operating margin	6.4		%	10.6		%

(1) Fiscal 2024 includes a credit to income related to the adjustment of a prior litigation accrual. Refer to Note 20 for further information.

(2) Acquisition and integration-related costs include integration costs, primarily severance and retention, and exit and disposal costs, incurred for the integration of Blue Nile in the first quarter of Fiscal 2024; the first quarter of Fiscal 2023 included the impact of the fair value step-up for inventory from Diamonds Direct.

Table of Contents

5. Non-GAAP diluted EPS

Non-GAAP diluted EPS is a non-GAAP measure defined as diluted EPS excluding the impact of certain items which management believes are not necessarily reflective of normal operational performance during a period. Management finds the information useful when analyzing financial results in order to appropriately evaluate the performance of the business without the impact of ~~significant and unusual~~these certain items. In particular, management believes the consideration of measures that exclude such ~~expenses~~items can assist in the comparison of ~~operational~~ performance in different periods which may or may not include such ~~expenses.~~items.

13 weeks ended
(in millions) April 30, 2022 May 1, 2021
Operating income $ 0.2 $ 168.7
Restructuring charges — (0.7)
Asset impairments, net (1)
— (0.2)
Acquisition-related costs (2)
4.4 1.1
Litigation charges (3)
190.0 —
Non-GAAP operating income $ 194.6 $ 168.9


	13 weeks ended
	April 29, 2023		April 30, 2022
Diluted EPS	$	1.79	$	(1.89)


Pension settlement loss	—		2.70
Litigation charges (1)	(0.06)		3.89
Acquisition and integration-related costs (2)	0.14		0.09


Dilution effect (3)	—		(0.43)
Tax impact of items above	(0.09)		(1.50)
Non-GAAP diluted EPS	$	1.78	$	2.86

(1) ~~Includes right-of-use (“ROU”) asset impairment gains, net recorded due~~Fiscal 2024 includes a credit to ~~various impacts of COVID-19~~income related to the ~~Company’s business and related gains on terminations or modifications~~adjustment of ~~leases, resulting from previously recorded impairments of the right of use assets in Fiscal 2021.~~a prior litigation accrual. Refer to Note 20 for further information.

(2) ~~Acquisition-related~~Acquisition and integration-related costs include integration costs, primarily severance and retention, and exit and disposal costs, incurred for the integration of Blue Nile in the first quarter of Fiscal 2024; the first quarter of Fiscal 2023 included the impact of the fair value step-up for inventory from Diamonds ~~Direct in the first~~Direct.

(3) First quarter of Fiscal 2023 non-GAAP diluted EPS was calculated using 59.2 million diluted weighted average common shares outstanding. The additional dilutive shares were excluded from the calculation of GAAP diluted EPS, as ~~well as professional fees for direct transaction-related costs incurred for the acquisition of Rocksbox in the first quarter of Fiscal 2022.~~

~~(3)~~their effect was antidilutive. Refer to Note 218 for ~~additional information.~~

further information on GAAP diluted EPS.

LIQUIDITY AND CAPITAL RESOURCES

Overview

The Company’s primary sources of liquidity are cash on hand, cash provided by operations and availability under its senior unsecured asset-based revolving credit facility (the “ABL Revolving Facility”). As of April ~~30, 2022,~~29, 2023, the Company had ~~$927.6~~$655.9 million of cash and cash equivalents, ~~and~~ $147.7 million of outstanding debt ~~with $1.2 billion of availability under its~~related to the Senior Notes, and no outstanding borrowings on the ABL Revolving Facility. The available borrowing capacity on the ABL Revolving Facility was $1.3 billion as of April 29, 2023.

The ~~tenets of Signet’s~~Company has a disciplined approach to capital ~~strategy are:~~allocation, utilizing the following capital priorities: 1) ~~investing~~invest in its business to drive growth ~~in line with the Company’s overall business strategy;~~through both organic investments and acquisitions; 2) ~~ensuring adequate liquidity through a strong cash position~~optimize our capital structure and ~~financial flexibility under its debt arrangements; and 3) returning excess cash to shareholders. Over time, Signet’s strategy is to sustain~~maintain an adjusted leverage ratio (a non-GAAP measure as defined in Item 7 of the Signet’s Fiscal ~~2022~~2023 Annual Report on Form 10-K) ~~below 3.0x.~~of less than 2.75x; and 3) return cash to shareholders through share repurchases and dividends.

Investing in growth

Since the Company’s transformation strategies began in Fiscal 2019, the Company has delivered substantially against its strategic priorities to establish the Company as the OmniChannel jewelry category leader and position its business for sustainable long-term growth. The investments and new capabilities built during the past ~~three~~few years laid the foundation for ~~stronger than expected results during Fiscal 2022,~~the Company’s accelerated growth, including prioritizing ~~digital~~ investments in ~~both~~digital technology and ~~talent,~~data analytics, enhancing ~~its~~the Company’s new and modernized eCommerce platform and optimizing a connected commerce shopping journey for its customers. In addition, cost reductions and structural improvements since the Company’s transformation strategy began have generated annual cost savings of over $600 million, which has fueled these investments described above. The Company’s cash discipline has led to more efficient working capital, through both the extension of payment days with the Company’s vendor base, as well as through ~~continued inventory reduction efforts. In addition, structural cost reductions since~~improvement in productivity and overall health of the Company’s ~~transformation strategy began~~inventory, utilizing a disciplined approach to drive continued reductions in ~~Fiscal 2019 have generated annual structural costs savings of over $400 million.~~sell down and clearance inventory.

As the Company continues to ~~implement and~~ execute on ~~the next phase of~~ its Inspiring Brilliance strategy, ~~Inspiring Brilliance,~~ it ~~will~~intends to continue to focus on working capital efficiency, optimizing its real estate footprint, and prioritizing transformational productivity to drive future cost savings opportunities, all of which are expected to be used to fuel strategic investments, grow the business, and enhance liquidity. ~~In addition, the~~The Company invested ~~over $190~~$210.5 million for capital investments in Fiscal ~~2022,~~2023, which included ~~approximately $130~~$138.9 million for capital expenditures and ~~approximately $60~~$71.6 million related to investments in digital and cloud IT. ~~Additional capital~~Capital investments of up to ~~$250~~$200 million are planned for Fiscal ~~2023.~~2024.

In addition, ~~during Fiscal 2022,~~ the Company has made two strategic acquisitions in line with its ~~“Inspiring Brilliance” strategy. On March 29, 2021,~~Inspiring Brilliance growth strategy over the past two years, investing nearly $900 million for the acquisitions of Diamonds Direct in Fiscal 2022 and Blue Nile in Fiscal 2023. The acquisition of Diamonds Direct accelerated the Company’s growth in accessible luxury and bridal, and the Company ~~acquired~~is focused on doubling the pace of store openings, extending its reach into even more key markets. The addition of Blue Nile accelerates Signet's efforts to enhance its connected commerce capabilities and broaden its digital leadership across the jewelry category – all ofto further achieve meaningful operating synergies for the ~~outstanding shares of Rocksbox Inc. (“Rocksbox”), a jewelry rental subscription business,~~consumers and create value for cash consideration of $14.6 million, net of cash acquired. The acquisition was driven by Signet's initiatives to accelerate growth in its services offerings. On November 17, 2021, the Company acquired Diamonds Direct for cash consideration of $503.1 million, net ofshareholders.

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~~cash acquired.~~ Optimized capital structure

The ~~acquisition of Diamonds Direct accelerates the Company’s growth through expansion of the Company’s market in accessible luxury and bridal. See Note 4 for more details.~~

~~Liquidity and financial flexibility~~

~~During Fiscal 2022, the~~ Company has made significant progress over the past few years in line with its ~~Inspiring Brilliance growth strategy through two key financial milestones. First,~~strategic priority to ensure a strong cash and overall liquidity position, including fully outsourcing credit, significantly reducing its outstanding debt, and eliminating the UK Pension Scheme. In addition, in Fiscal 2022, the Company renegotiated its $1.5 billion ABL Facility, as further described in Note ~~18,~~17, to extend the maturity until 2026 and allow overall greater financial flexibility to grow the business and provide an additional option to address the calendar year 2024 maturities for its ~~4.70% senior unsecured notes (“~~Senior ~~Notes”)~~Notes and Preferred Shares, if necessary.

~~Second, as described in Note 11,~~ The Company maintained a 2.0x adjusted leverage ratio through the ~~Company entered into amended and restated receivable purchase agreements with CarVal and Castlelake regarding~~end of Fiscal 2023, well below the ~~purchase~~Company’s stated goal of add-on receivables on such Investors’ existing accounts, as well as the purchase of the Company-owned credit card receivables portfolio for accounts that had been originated through Fiscal 2021. These agreements provide Signet with improved terms for the next two years, as well as remove consumer credit risk from the balance sheet. In March 2022, the Company entered into amended and restated receivable purchase agreements with the Investors regarding the purchase of add-on receivables on such Investors’ existing accounts. Under the amended and restated agreements, The Bank of Missouri will be the issuer for the add-on receivables on these existing accounts and the Investors will purchase the receivables from The Bank of Missouri. In conjunction with the above agreements in March 2022, the Company entered into agreements with the Investors to transfer all existing cardholder accounts previously originated by Signet to The Bank of Missouri. Therefore, the Company will no longer originate any credit receivables with customers.

less than 2.75x.

Returning ~~excess~~ cash to shareholders

The Company remains committed to its goal to return ~~excess~~ cash to shareholders. ~~During Fiscal 2022~~This includes our goal to be a dividend growth company, and Signet has increased its common dividend for the second consecutive year from $0.20 per share in Fiscal 2023 to ~~date, the Company has declared all preferred~~$0.23 per share ~~dividends payable in cash, and~~ beginning in ~~the second quarter of~~ Fiscal ~~2022, elected to reinstate the dividend program~~2024. The Company also remains focused on ~~its common shares. In addition, beginning in the third quarter of Fiscal 2022, the Board of Directors authorized a reinstatement of~~ share repurchases under its 2017 Program. In March 2023, the ~~2017 Program as well as increased~~Board approved a further $263 million increase to the multi-year authorization under the 2017 Program, bybringing the remaining share repurchase authorization to approximately ~~$560 million during~~$775 million. Since the reinstatement of share repurchases in Fiscal 2022, ~~as well as authorized an additional $500 million in June 2022. Since this time,~~ the Company has repurchased approximately ~~7.5~~9.8 million shares for ~~$580.0~~$727.0 million under the 2017 Program, including ~~$268.2~~$39.1 million ~~to date in Fiscal~~for the 13 weeks ended April 29, 2023. See Note 7 for further information related to the share repurchases.

The Company believes that cash on hand, cash flows from operations and available borrowings under the ABL Revolving Facility will be sufficient to meet its ongoing business requirements for at least the 12 months following the date of this report, including funding working capital needs, projected investments in the business (including capital expenditures), debt service and maturities, and returns to shareholders through either dividends or ~~the~~ share repurchases.

Primary sources and uses of operating cash flows

Operating activities provide the primary source of cash for the Company and are influenced by a number of factors, the most significant of which are operating income and changes in working capital items, such as:

•changes in the level of inventory as a result of sales and other strategic initiatives;

•changes and timing of accounts payable and accrued expenses, including variable compensation; and

•changes in deferred revenue, reflective of the revenue from performance of extended service plans.

Signet derives most of its operating cash flows through the sale of merchandise and extended service plans. As a retail business, Signet receives cash when it makes a sale to a customer or when the payment has been processed by Signet or the relevant bank if the payment is made by third-party credit or debit card. As further discussed in Note 11, the Company has outsourced its entire credit card portfolio, and it receives cash from its outsourced financing partners (net of applicable fees) generally within two days of the customer sale. Offsetting these receipts, the Company’s largest operating expenses are the purchase of inventory, store occupancy costs (including rent), and payroll and payroll-related benefits.

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Summary cash flow

The following table provides a summary of Signet’s cash flow activity for Fiscal ~~2023~~2024 and Fiscal ~~2022:~~2023:


		13 weeks ended					13 weeks ended
(in millions)	(in millions)	April 30, 2022		May 1, 2021		(in millions)	April 29, 2023		April 30, 2022
Net cash (used in) provided by operating activities		$	(135.5)	$	161.1
Net cash used in operating activities						Net cash used in operating activities	$	(381.8)	$	(135.5)
Net cash used in investing activities	Net cash used in investing activities	(22.2)		(24.8)		Net cash used in investing activities	(27.1)		(22.2)
Net cash used in financing activities	Net cash used in financing activities	(325.6)		(13.7)		Net cash used in financing activities	(100.7)		(325.6)
(Decrease) increase in cash and cash equivalents		$	(483.3)	$	122.6
Decrease in cash and cash equivalents						Decrease in cash and cash equivalents	$	(509.6)	$	(483.3)

Cash and cash equivalents at beginning of period	Cash and cash equivalents at beginning of period	$	1,418.3	$	1,172.5	Cash and cash equivalents at beginning of period	$	1,166.8	$	1,418.3
(Decrease) increase in cash and cash equivalents		(483.3)		122.6
Decrease in cash and cash equivalents						Decrease in cash and cash equivalents	(509.6)		(483.3)
Effect of exchange rate changes on cash and cash equivalents	Effect of exchange rate changes on cash and cash equivalents	(7.4)		3.3		Effect of exchange rate changes on cash and cash equivalents	(1.3)		(7.4)
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	927.6	$	1,298.4	Cash and cash equivalents at end of period	$	655.9	$	927.6

Operating activities

Net cash used in operating activities was ~~$135.5~~$381.8 million during the 13 weeks ended April 29, 2023 compared to ~~net cash provided by operating activities of $161.1~~$135.5 million in the prior year comparable period. This overall decrease ~~as further described below,~~in operating cash flows is primarily due to ~~reduced~~lower income and higher cash ~~inflows from~~outflows for working capital compared to the prior ~~period as the Company worked to preserve~~period. The significant movements in operating cash ~~as a result~~flows are further described below:

Table of ~~business disruptions from the impacts of the pandemic, partially offset by higher income from operations in the current year period.~~Contents

•Net ~~loss~~income was ~~$83.5~~$97.4 million compared to net ~~income~~loss of ~~$138.4~~$83.5 million in the prior year period, ~~a decrease~~an increase of ~~$221.9~~$180.9 million. This ~~decrease~~increase was primarily related to a non-cash, pre-tax pension settlement ~~charge~~charges of $131.9 million and pre-tax accrued litigation charges of $190.0 million during Fiscal ~~2023.~~2023, partially offset by lower overall profitability in Fiscal 2024. See Note 2019 for details.

•Changes in current income taxes was a use of ~~$125.6~~$55.4 million in the current period compared to a use of ~~$8.4~~$125.6 million in the prior year. The year over year change was primarily the result of income tax payments of $13.4 million in the current year and lower overall pre-tax income, compared to cash payments of $85.4 million in the ~~current year.~~prior year period. Refer to Note 10 for more information.

•Cash used by inventory was ~~$167.3~~$29.8 million compared to ~~a source~~cash used of ~~$19.3~~$167.3 million in the prior year period. ~~Inventory increased in the~~While current year ~~as a result~~is relatively flat, prior year was driven by the replenishment of ~~higher merchandise costs and pull forward of purchases~~inventories to ~~mitigate potential supply chain disruptions.~~healthier in-stock levels during the first quarter.

•Cash used by accounts payable was ~~$23.6~~$170.3 million compared to a use of ~~$122.2~~$23.6 million in the prior year period. InAccounts payable decreased in the ~~prior~~current year ~~period,~~ as a result of ~~cash management initiatives implemented as a result of the COVID-19, the Company continued to utilize extended terms with its vendors~~lower purchases and ~~have maintained these extended terms throughout the current year.~~payment timing.

•Cash ~~provided~~used by accrued expenses and other liabilities was ~~$105.1~~$264.9 million, ~~in Fiscal 2023,~~ compared to a source of ~~$18.0~~$105.1 million in the prior year period. ~~The change in the current year period was~~This difference is driven by accrued litigation charges which were accrued in the prior year period and paid during the first quarter of ~~$190.0 million.~~Fiscal 2024. See Note 20 for details.

Investing activities

Net cash used in investing activities for the 13 weeks ended April ~~30, 2022~~29, 2023 was ~~$22.2~~$27.1 million compared to ~~net cash used in investing activities~~a use of ~~$24.8~~$22.2 million in the prior period. Cash used in Fiscal ~~2023~~2024 was primarily related to capital expenditures of ~~$20.8~~$27.1 million. Capital expenditures are associated with new stores, remodels of existing stores, and strategic capital investments in digital and IT. Signet has planned Fiscal ~~2023~~2024 capital investments of up to ~~$250~~$200 million, of which approximately ~~$200~~$150 million relates to capital expenditures for technology and banner differentiation, and approximately $50 million relates to digital and cloud innovation. In Fiscal ~~2022,~~2023, net cash used in investing activities ~~included $14.4 million for the acquisition~~was primarily related to capital expenditures of ~~Rocksbox.~~$20.8 million.

Stores opened and closed in the 13 weeks ended April ~~30, 2022:~~29, 2023:


Store count by segment	Store count by segment	January 29, 2022	Openings	Closures	April 30, 2022	Store count by segment	January 28, 2023	Openings	Closures	April 29, 2023
North America segment (1)	North America segment (1)	2,506	14	(13)	2,507	North America segment (1)	2,475	4	(13)	2,466
International segment (1)	International segment (1)	348	1	(2)	347	International segment (1)	333	1	(22)	312
Signet	Signet	2,854	15	(15)	2,854	Signet	2,808	5	(35)	2,778

(1) The net change in selling square footage for Fiscal ~~2023~~2024 year to date for the North America and International segments was ~~0.5%~~(0.1%) and ~~(0.5%~~(4.9%), respectively.

Financing activities

~~Table~~Net cash used in financing activities for the 13 weeks ended April 29, 2023 was $100.7 million, consisting of ~~Contents~~

~~Financing activities~~the repurchase of $39.1 million of common shares, payments for withholding taxes related to the settlement of the Company’s share-based compensation awards of $44.4 million, and preferred and common share dividends paid of $17.2 million.

Net cash used in financing activities for the 13 weeks ended April 30, 2022 was $325.6 million, consisting of the repurchase of $268.2 million of common shares, ~~of $268.2 million,~~ payments for withholding taxes related to the settlement of the Company’s share-based compensation awards of $40.2 million and preferred and common share dividends paid of $17.2 million.

~~Net cash used in financing activities for the 13 weeks ended May 1, 2021 was $13.7 million, primarily due to activity related to the settlement of the Company’s share-based compensation awards.~~

Movement in cash and indebtedness

Cash and cash equivalents at April ~~30, 2022~~29, 2023 were ~~$927.6~~$655.9 million compared to ~~$1.3 billion~~$927.6 million as of ~~May 1, 2021.~~April 30, 2022. Signet has cash and cash equivalents invested in various ‘AAA’ rated government money market funds and at a number of large, ~~highly rated~~highly-rated financial institutions. The amount invested in each liquidity fund or at each financial institution takes into account the credit rating and size of the liquidity fund or financial institution and is invested for short-term durations.

As further described in Note ~~18,~~17, on July 28, 2021, the Company entered into an agreement to amend the ABL Revolving Facility. The amendment extends the maturity of the ABL Revolving Facility to July 28, 2026 and allows the Company to increase the size of the ABL Revolving Facility by up to $600 million.

At April 29, 2023 and April 30, 2022, ~~and May 1, 2021,~~ Signet had $147.7 million and ~~$147.6~~$147.7 million, respectively, of outstanding debt, consisting entirely of the Senior Notes. The Senior Notes are due in June 2024.

Available ~~borrowings~~borrowing capacity under the ABL Revolving Facility ~~were $1.2~~was $1.3 billion as of April ~~30, 2022.~~29, 2023.

Net cash was $508.4 million as of April 29, 2023 compared to net cash of $780.5 million as of April 30, ~~2022 compared to net cash of $1.2 billion as of May 1, 2021.~~2022. Refer to the non-GAAP measures discussed above for the definition of net cash ~~(debt)~~ and reconciliation to its most comparable financial measure presented in accordance with GAAP.

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As of April 29, 2023, January 28, 2023 and April 30, 2022, ~~January 29, 2022 and May 1, 2021,~~ the Company was in compliance with all debt covenants.

SEASONALITY

Signet’s business is seasonal, with the fourth quarter historically accounting for approximately 35-40% of annual sales as well as ~~accounts~~ for a substantial portion of the annual operating profit. The “Holiday Season” consists of results for the months of November and December, with December being the highest volume month of the year.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of these condensed consolidated financial statements, in conformity with US GAAP and SEC regulations for interim reporting, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and reported amounts of revenues and expenses during the ~~reporting period.~~reported periods. On an ongoing basis, management evaluates its accounting policies, estimates and ~~judgments, including those related~~judgments. Estimates and assumptions are primarily made in relation to the valuation of inventories, deferred revenue, ~~derivatives,~~ employee ~~benefits,~~compensation, income taxes, contingencies, leases, asset impairments ~~leases,~~for goodwill, indefinite-lived intangible and long-lived assets and the depreciation and amortization of long-lived ~~assets and accounting for business combinations.~~assets. Management bases the estimates and judgments on historical experience and various other factors believed to be reasonable under the circumstances. Actual results may differ from these estimates. There have been no material changes to the critical accounting policies and estimates disclosed in Signet’s Annual Report on Form 10-K for the fiscal year ended January ~~29, 2022~~28, 2023 filed with the SEC on March ~~17, 2022.~~16, 2023.

SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION

The Company and certain of its subsidiaries, which are listed on Exhibit 22.1 to this Quarterly Report on Form 10-Q, have guaranteed obligations under the Senior Notes.

The Senior Notes were issued by Signet UK Finance plc (the “Issuer”). The Senior Notes rank senior to the Preferred Shares ~~(as defined in Note 6)~~ and ~~Common Shares.~~common shares. The Senior Notes are effectively subordinated to our existing and future secured indebtedness to the extent of the assets securing that indebtedness. The Senior Notes are fully and unconditionally guaranteed on a joint and several basis by the Company, as the parent entity ~~( the~~(the “Parent”) of the Issuer, and certain of its subsidiary guarantors (each, a “Guarantor” and collectively, the “Guarantors”).

The Senior Notes are structurally subordinated to all existing and future debt and other liabilities, including trade payables, of our subsidiaries that do not guarantee the Senior Notes (the “Non-Guarantors”). The Non-Guarantors will have no obligation, contingent or otherwise, to pay amounts due under the Senior Notes or to make funds available to pay those amounts. Certain Non-Guarantors may be limited in their ability to remit funds to us by means of dividends, advances or loans due to required foreign government and/or currency exchange board approvals or limitations in credit agreements or other debt instruments of those subsidiaries.

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The Guarantors jointly and severally irrevocably and unconditionally guarantee on a senior unsecured basis the performance and full and punctual payment when due of all obligations of Issuer, as defined in the Indenture, in accordance with the Senior Notes and the related Indentures, as supplemented, whether for payment of principal of or interest on the Senior Notes when due and any and all costs and expenses incurred by the trustee or any holder of the Senior Notes in enforcing any rights under the guarantees (collectively, the “Guarantees”). The Guarantees and Guarantors are subject to release in limited circumstances only upon the occurrence of certain customary conditions.

Although the Guarantees provide the holders of Senior Notes with a direct unsecured claim against the assets of the Guarantors, under US federal bankruptcy law and comparable provisions of US state fraudulent transfer laws, in certain circumstances a court could cancel a Guarantee and order the return of any payments made thereunder to the Guarantors or to a fund for the benefit of its creditors.

A court might take these actions if it found, among other things, that when the Guarantors incurred the debt evidenced by their Guarantee (i) they received less than reasonably equivalent value or fair consideration for the incurrence of the debt and (ii) any one of the following conditions was satisfied:

•the Guarantor entity was insolvent or rendered insolvent by reason of the incurrence;

•the Guarantor entity was engaged in a business or transaction for which its remaining assets constituted unreasonably small capital; or

•the Guarantor entity intended to incur or believed (or reasonably should have believed) that it would incur, debts beyond its ability to pay as those debts matured.

In applying the above factors, a court would likely find that a Guarantor did not receive fair consideration or reasonably equivalent value for its Guarantee, except to the extent that it benefited directly or indirectly from the issuance of the Senior Notes. The determination of whether a Guarantor was or was not rendered insolvent when it entered into its Guarantee will vary depending on the law of the jurisdiction being applied. Generally, an entity would be considered insolvent if the sum of its debts (including contingent

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or unliquidated debts) is greater than all of its assets at a fair valuation or if the present fair salable value of its assets is less than the amount that will be required to pay its probable liability on its existing debts, including contingent or unliquidated debts, as they mature.

If a court canceled a Guarantee, the holders of the Senior Notes would no longer have a claim against that Guarantor or its assets.

Each Guarantee is limited, by its terms, to an amount not to exceed the maximum amount that can be guaranteed by the applicable Guarantor without rendering the Guarantee, as it relates to that Guarantor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer or similar laws affecting the rights of creditors generally.

Each Guarantor is a consolidated subsidiary of Parent at the date of each balance sheet presented. The following tables present summarized financial information for Parent, Issuer, and the Guarantors on a combined basis after elimination of (i) intercompany transactions and balances among Parent, Issuer, and the Guarantors and (ii) equity in earnings from and investments in any Non-Guarantor.


		Summarized Balance Sheets					Summarized Balance Sheets
(in millions)	(in millions)	April 30, 2022		January 29, 2022		(in millions)	April 29, 2023		January 28, 2023
Total current assets	Total current assets	$	3,302.1	$	3,507.0	Total current assets	$	2,916.4	$	3,225.3
Total non-current assets	Total non-current assets	2,172.0		2,245.3		Total non-current assets	2,069.5		2,056.3
Total current liabilities	Total current liabilities	2,420.4		2,309.3		Total current liabilities	2,148.8		2,555.5
Total non-current liabilities	Total non-current liabilities	3,366.5		3,407.0		Total non-current liabilities	3,255.6		3,192.3
Redeemable preferred stock		652.6		652.1
Redeemable preferred shares						Redeemable preferred shares	654.3		653.8
Total due from Non-Guarantors (1)	Total due from Non-Guarantors (1)	381.0		311.4		Total due from Non-Guarantors (1)	476.2		425.1
Total due to Non-Guarantors (1)	Total due to Non-Guarantors (1)	1,706.1		1,666.9		Total due to Non-Guarantors (1)	1,829.1		1,798.3

(1) Amounts included in asset and liability subtotals above.

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		Summarized Statements of Operations					Summarized Statements of Operations
		13 weeks ended		Year Ended			13 weeks ended		Year Ended
(in millions)	(in millions)	April 30, 2022		January 29, 2022		(in millions)	April 29, 2023		January 28, 2023
Sales	Sales	$	1,611.5	$	7,188.9	Sales	$	1,393.9	$	6,705.7
Gross margin	Gross margin	669.5		3,014.9		Gross margin	567.3		2,786.0
Income (loss) before income taxes (2)		(139.6)		939.7
Net income (loss) (2)		(74.2)		827.9
Income before income taxes (2)						Income before income taxes (2)	172.4		546.0
Net income (2)						Net income (2)	166.0		490.1

(2) Includes net income from intercompany transactions with Non-Guarantors of ~~$35.4~~$50.0 million for the 13 weeks ended April ~~30, 2022~~29, 2023 and net income of ~~$49.8~~$128.3 million for the year ended January ~~29, 2022.~~28, 2023. Intercompany transactions primarily include intercompany dividends and interest.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Signet is exposed to market risk arising from fluctuations in foreign currency exchange rates, interest rates and precious metal prices, which could affect its consolidated financial position, earnings and cash flows. Signet monitors and manages these market exposures as a fundamental part of its overall risk management program, which recognizes the volatility of financial markets and seeks to reduce the potentially adverse effects of this volatility on Signet’s operating results. Signet manages its exposure to market risk through its regular operating and financing activities and, when deemed appropriate, through the use of derivative financial instruments. Signet uses derivative financial instruments as risk management tools and not for trading purposes.

As ~~certain~~a portion of the International segment’s purchases are denominated in US dollars and its net cash flows are in British pounds, Signet’s policy is to enter into forward foreign currency exchange contracts and foreign currency swaps to manage the exposure to the US dollar. Signet ~~also hedges~~may enter into derivative transactions to hedge a significant portion of forecasted merchandise purchases using commodity forward ~~contracts.~~purchase contracts, options, net zero premium collar arrangements, or some combination thereof. Additionally, the North America segment ~~occasionally~~ enters into forward foreign currency exchange contracts to manage the currency fluctuations associated with ~~purchases for our~~the Company’s Canadian operations. These contracts are entered into with large, reputable financial institutions, thereby minimizing the credit exposure from ~~our~~the Company’s counterparties.

Signet has significant amounts of cash and cash equivalents invested ~~in various ‘AAA’ rated government money market funds and~~ at ~~a number of large, highly-rated~~several financial institutions. The amount invested in each ~~liquidity fund or at each~~ financial institution takes into account the long-term credit rating and size of the ~~liquidity fund or~~ financial ~~institution~~institution. The interest rates earned on cash and ~~is invested for~~cash equivalents will fluctuate in line with short-term ~~durations.~~interest rates.

Signet’s market risk profile as of April ~~30, 2022~~29, 2023 has not materially changed since January ~~29, 2022.~~28, 2023. The market risk profile as of January ~~29, 2022~~28, 2023 is disclosed in Signet’s Annual Report on Form 10-K, filed with the SEC on March ~~17, 2022.~~16, 2023.

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ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures (as defined in Rule 13a-15(e)) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to ensure that information required to be disclosed in Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and ~~forms, and~~forms. The procedures are also designed to ensure that ~~such~~ information is accumulated and communicated to ~~our~~ management, including the ~~Company’s~~ Chief Executive Officer (principal executive officer) and Chief Financial, Strategy & Services Officer (principal financial officer), as appropriate to allow timely decisions regarding required disclosure.

Management, including the Chief Executive Officer and Chief Financial, Strategy & Services Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act, as amended. Based on this review, the Chief Executive Officer and Chief Financial, Strategy & Services Officer concluded that the disclosure controls and procedures were effective as of April ~~30, 2022.~~29, 2023.

Changes in Internal Control over Financial Reporting

~~During~~The Company is in the ~~first quarter~~process of ~~Fiscal 2023,~~integrating Blue Nile, as described in Note 4 of Item 1 within this Quarterly Report on Form 10-Q, into the Company’s overall internal control over financial reporting framework.

Except as described above, there were no changes ininto the Company’s internal control over financial reporting during the first quarter of Fiscal 2024 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Additionally, as disclosed in the Annual Report on Form 10-K filed with the SEC on March 17, 2022, the Company acquired Diamonds Direct during the fourth quarter of Fiscal 2022. The Company is currently in the process of integrating Diamonds Direct into its framework and assessment of the Company’s internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Information regarding legal proceedings is incorporated by reference from Note 2120 of the Condensed Consolidated Financial Statements set forth in Part I of this Quarterly Report on Form 10-Q.

ITEM 1A. RISK FACTORS

~~The Company is supplementing~~There have been no material changes to the risk factors ~~previously~~from those disclosed in Part I, Item 1A, of the Company’s Annual Report on Form 10-K for the ~~year ended January 29, 2022 with the following modified risk factor, which should be read in conjunction with the other risk factors presented in the Company’s Annual Report on Form 10-K for the~~ fiscal year ended January ~~29, 2022~~28, 2023 that was filed with the SEC on March ~~17, 2022.~~

~~A decline in consumer spending may unfavorably impact Signet’s future sales and earnings, particularly if such decline occurs during the Holiday shopping season.~~

Our financial performance is highly dependent on US consumer confidence and the health of the US economy. At the end of the first quarter of Fiscal 2023 and continuing through the date of this quarterly report, we began to experience a softening of demand in lower price point products.If there is further deterioration of the economic conditions in the US, Canada, the UK and Europe, or if the effects of inflation and reduced government stimulus programs begin to further impact our consumer spending for bridal sales or sales of other higher price point products, our future sales and earnings could be further adversely impacted. Conditions in the Eurozone have a significant impact on the UK economy even though the UK is not a member of the Eurozone, which together with uncertainty regarding the final terms of the withdrawal of the UK from the European Union, could adversely impact trading in the International segment, as well as adversely impact the US economy.

The success of our operations depends to a significant extent upon a number of factors relating to discretionary consumer spending. These include economic conditions, and perceptions of such conditions by consumers, consumer confidence, level of customer traffic in shopping malls and other retail centers, employment, the level of consumers’ disposable income, business conditions, interest rates, consumer debt and asset values, availability of credit and levels of taxation for the economy as a whole and in international, regional and local markets where we operate. As our sales are highly seasonal, a change in any one of these economic conditions during the Holiday shopping season could have an increased adverse impact on our sales.

Consumer spending may be affected by many factors outside of our control, including general economic conditions; consumer disposable income; consumer confidence; wage and unemployment levels; unexpected trends in merchandise demand; significant competitive and promotional activity by other retailers; the availability, cost and level of consumer debt; inflationary pressures; the increase in general price levels; domestic and global supply chain issues; the costs of basic necessities and other goods; effects of weather and natural disasters, whether caused by climate change or otherwise; epidemics, contagious disease outbreaks, pandemics and other public health concerns, including those related to COVID-19 (including variants such as the Omicron variant); or lockdowns of our stores, support centers or distribution centers due to governmental mandates or social unrest. Any prior increase in consumer discretionary spending during times of crisis may be temporary, such as those related to government stimulus programs or remote-work environments, and consumer spending may decrease again now that the government has terminated such stimulates programs and businesses terminate the ability to work remotely. Such decreases in consumer discretionary spending could result in a decrease in consumer traffic, same store sales, and average transaction values and could cause us to increase promotional activities, which would have a negative impact on our operating margins, all of which could negatively affect our business, results of operations, cash flows or stock price, particularly if consumer spending levels are depressed for a prolonged period of time. Furthermore, we believe government economic stimulus measures have a positive impact on our sales and when removed it is uncertain if or how long associated benefits may last.

Jewelry purchases are discretionary and are dependent on the above factors relating to discretionary consumer spending, particularly as jewelry is often perceived to be a luxury purchase. Adverse changes in the economy and periods when discretionary spending by consumers may be under pressure could unfavorably impact sales and earnings. We may respond by increasing discounts or initiating marketing promotions to reduce excess inventory, which could also have a material adverse effect on our margins and operating results.

Our business has historically been highly seasonal, with a significant proportion of our sales and operating profit generated during our fourth quarter, which includes the Holiday shopping season. We expect to continue experiencing a seasonal fluctuation in sales and earnings. Therefore, there is limited ability for us to compensate for shortfalls in fourth quarter sales or earnings by changes in our operations and strategies in other quarters, or to recover from any extensive disruption during the fourth quarter due to any of the factors noted elsewhere in this risk factor, particularly if lockdowns or weather events have an impact on a significant number of stores in the last few days immediately before Christmas Day or disruptions to warehousing, store replenishment systems or our ability to fulfill orders during the Holiday shopping season.

~~Table of Contents~~

In addition, other retail categories and other forms of expenditure, such as electronics, entertainment and travel, also compete for consumers’ discretionary spending, particularly during the Holiday shopping season. Therefore, the price of jewelry relative to other products influences the proportion of consumers’ expenditures that are spent on jewelry. If the relative price of jewelry increases, if our competitive position deteriorates, or if pent up demand due to COVID-19 restrictions causes consumers to shift spending to more experience oriented categories such as travel, concerts, and restaurants, our sales and operating profits would be adversely impacted.

An increase in general price levels (due to inflationary pressure, domestic and global supply chain issues or other macroeconomic factors) could also result in a shift in consumer demand away from jewelry and related services, which would adversely affect our sales and, at the same time, increase our operating costs including but not limited to materials, labor, fulfillment and advertising. We may not be able to adequately increase our prices over time at price points that consumers are willing to pay to offset such increased costs. An inability to increase retail prices to reflect higher commodity, labor, advertising and other operating costs, would result in lower profitability.

Particularly sharp increases in commodity costs may result in a time lag before increased commodity costs are fully reflected in retail prices or have an impact to our results of operations. As we use an average cost inventory methodology, volatility in our commodity costs may also result in a time lag before cost increases are reflected in retail prices. Further, even if price increases are implemented, there is no certainty that such increases will be sustainable or acceptable to consumers. These factors may cause decreases in gross and operating margins and earnings. In addition, any sustained increases in the cost of commodities could result in the need to fund a higher level of inventory or changes in the merchandise available to the customer, which could increase costs, disrupt our sales levels and negatively impact liquidity.16, 2023.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Repurchases of equity securities

The following table contains the Company’s repurchases of equity securities in the first quarter of Fiscal ~~2023:~~2024:

Period
Total number of shares
purchased (1)
Average price paid per share (2)
Total number of shares purchased as part of publicly announced plans or programs (3)
Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs
January 30, 2022 to February 26, 2022 141 $ 83.42 — $ 463,263,330
February 27, 2022 to March 26, 2022 1,561,386 $ 72.32 1,561,386 $ 350,338,053
March 27, 2022 to April 30, 2022 2,802,007 $ 74.00 2,773,125 $ 145,105,596
Total 4,363,534 $ 73.40 4,334,511 $145,105,596


Period	Total number of shares purchased	Average price paid per share (1)		Total number of shares purchased as part of publicly announced plans or programs	Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs
January 29, 2023 to February 25, 2023	189,622	$	76.82	189,622	$	522,698,849
February 26, 2023 to March 25, 2023	146,595	$	71.61	146,595	$	775,201,600
March 26, 2023 to April 29, 2023	185,036	$	75.64	185,036	$	761,204,957
Total	521,253	$	74.93	521,253	$	761,204,957

(1)Includes 29,023 shares delivered to Signet by employees to satisfy tax withholding obligations due upon the vesting of restricted share awards under share-based compensation programs. These shares are not repurchased in connection with any publicly announced share repurchase programs.

~~(2)~~ The average price paid per share excludes commissions paid of ~~$71,197~~$9,383 in connection with the repurchases made under the 2017 Share Repurchase ~~Program (the “2017 Program”).~~

~~(3)~~ In June 2017, the Board of Directors authorized the repurchase of up to $600.0 million of Signet’s common shares. The 2017 Program may be suspended or discontinued at any time without notice. In August 2021, the Board of Directors authorized the increase in the remaining share repurchase under the 2017 Program of up to $225.0 million, with additional authorizations of $500.0 million in both January and June 2022.Program.

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ITEM 6. EXHIBITS

The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.


Number						Description of Exhibits

10.1†						Third Amendment to Credit Agreement, dated as of March 9, 2023, among Signet Jewelers Limited, ~~2018 Omnibus Incentive Plan Time-Based Restricted Stock Unit Award Notice~~as holdings; Signet Group Limited, as the lead administrative borrower; Signet Group Treasury Services Inc., Sterling Jewelers Inc., Signet Trading Limited, Zale Canada Co., Sterling Inc., Zale Delaware Inc., R2Net Inc., R2Net Manufacturing Inc., Diamonds Direct USA Inc., Blue Nile, Inc. and ~~Agreement (Post February 2022 Awards)~~Blue Nile, LLC, each as a borrower; the lenders and issuers party thereto; and Bank of America, N.A., as administrative agent, collateral agent and security trustee (incorporated by reference to Exhibit ~~10.10~~10.22 to the ~~Company’s Annual~~Company ’s A nnual Report on Form 10-K filed ~~March 17, 2022)~~M arch 16, 2023).

~~10.2†~~10.2#						~~Form of Signet~~Third Amendment to Amended and Restated Credit Card Program Agreement by and between Sterling Jewelers ~~Limited 2018 Omnibus Incentive Plan Performance Based Restricted Stock Unit Award Notice~~Inc. and ~~Agreement (Post February 2022 Awards)~~Comenity Bank, dated April 25, 2023 (incorporated by reference to Exhibit ~~10.14~~10.1 to the Company’s ~~Annual~~Current Report on Form ~~10-K~~8-K filed ~~March 17, 2022)~~May 1, 2023).

~~10.3~~10.3#†						~~Signet Jewelers Limited Short-Term Incentive Plan~~Third Amendment to Amended and Restated Private Label Credit Card Program Agreement, by and between Zale Delaware, Inc. and Comenity Capital Bank, dated April 25, 2023 (incorporated by reference to Exhibit ~~10.18~~10.2 to the Company’s ~~Annual~~Current Report on Form ~~10-K~~8-K filed ~~March 17, 2022).~~

~~10.4~~†*						~~Amended and Restated Termination Protection Agreement dated March 15, 2022 between Sterling Jewelers Inc. and Virginia Drosos (refiled to correct a typographical error).~~

~~10.5~~†						~~Form of Amended and Restated Termination Protection Agreement for members of senior leadership of Signet Jewelers Limited, including its executive officers~~ ~~(incorporated by reference to Exhibit 10.28 to the Company’s Annual Report on Form 10-K filed March 17, 2022).~~

~~10.6~~†						~~Form of Termination Protection Agreement for members of senior leadership of Signet Jewelers Limited, including its executive officers~~ ~~(incorporated by reference to Exhibit 10.29 to the Company’s Annual Report on Form 10-K filed March 17, 2022).~~

~~10.7~~†						~~Amended and Restated Personal Employment Agreement, dated March 15, 2022 between R2Net Israel Ltd. and Oded Edelman~~ ~~(incorporated by reference to Exhibit 10.30 to the Company’s Annual Report on Form 10-K filed March 17, 2022)~~May 1, 2023).

22.1*						List of Subsidiary Guarantors

31.1*						Certification of the ~~Chief~~Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*						Certification of the ~~Chief~~Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1*						Certification of the ~~Chief~~Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002.

32.2*						Certification of the ~~Chief~~Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*						Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH*						Inline XBRL Taxonomy Extension Schema Document.

101.CAL*						Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF*						Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB*						Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE*						Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).


*			Filed herewith.
†			~~Management contract or compensatory plan or arrangement.~~
#			Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K.

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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.

Signet Jewelers Limited

Date:

June ~~9, 2022~~8, 2023

By:

/s/ Joan Hilson

Name:

Joan Hilson

Title:

Chief Financial, ~~and~~ Strategy & Services Officer ~~(Principal~~
(Principal Financial Officer)

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	Fair value of derivative assets
(in millions)	Balance sheet location	April 30, 2022		January 29, 2022		May 1, 2021
Derivatives designated as hedging instruments:
Foreign currency contracts	Other current assets	$	1.2	$	0.3	$	0.1




Derivatives not designated as hedging instruments:
Foreign currency contracts	Other current assets	—		—		0.1
Total derivative assets		$	1.2	$	0.3	$	0.2


	Fair value of derivative liabilities
(in millions)	Balance sheet location	April 30, 2022		January 29, 2022		May 1, 2021
Derivatives designated as hedging instruments:
Foreign currency contracts	Other current liabilities	$	—	$	—	$	(0.3)




Derivatives not designated as hedging instruments:
Foreign currency contracts	Other current liabilities	(2.8)		(1.3)		(0.5)
Total derivative liabilities		$	(2.8)	$	(1.3)	$	(0.8)


Period	Total number of shares purchased (1)	Average price paid per share (2)		Total number of shares purchased as part of publicly announced plans or programs (3)	Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs
January 30, 2022 to February 26, 2022	141	$	83.42	—	$	463,263,330
February 27, 2022 to March 26, 2022	1,561,386	$	72.32	1,561,386	$	350,338,053
March 27, 2022 to April 30, 2022	2,802,007	$	74.00	2,773,125	$	145,105,596
Total	4,363,534	$	73.40	4,334,511	$145,105,596