SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): July 29, 2003
Coach, Inc.
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(Exact name of registrant as specified in its charter)
Maryland 1-16153 52-2242751
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(State of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
516 West 34th Street, New York, NY 10001
(Address of principal executive offices) (Zip Code)
(212) 594-1850
(Registrant's telephone number, including area code)
Item 7: Exhibits.
(c) The following exhibit is being furnished herewith:
99.1 Text of Press Release, dated July 29, 2003
Item 9: Regulation FD Disclosure; Item 12: Results of Operations and Financial
Condition.
On July 29, 2003, Coach, Inc. (the "Company") issued a press release (the
"Press Release") in which the Company announced its preliminary financial
results for its fiscal quarter and fiscal year ended June 28, 2003. All
information in the press release is being furnished to the Securities and
Exchange Commission and shall not be deemed "filed" for purposes of Section 18
of the Securities Exchange Act of 1934.
This Form 8-K and the Press Release attached hereto as Exhibit 99.1 are
being furnished to the Securities and Exchange Commission under Item 9 of Form
8-K in satisfaction of the public disclosure requirements of Regulation FD. This
Form 8-K and the Press Release, insofar as they disclose historical information
regarding the Company's results of operations or financial condition for the
fiscal quarter and fiscal year ended June 28, 2003, are also being furnished to
the Securities and Exchange Commission under Item 12 of Form 8-K.
The attached press release includes the following Non-GAAP financial
information:
- - During the fiscal year ended June 29, 2002, the Company announced a plan to
cease production at the Lares, Puerto Rico manufacturing plant; please
refer to footnote #8 in the Form 10-K filed for the year ended June 29,
2002, for a description of this restructuring plan.
- - As required by Regulation G, net income is calculated and presented in
accordance with GAAP.
- - Under the heading of "Supplemental Information", the Company has presented
"Net income excluding reorganization costs". As part of this presentation,
the reconciliation from the GAAP results to this alternative measure is
included.
- - This alternative performance measure does not impact the number of
outstanding shares of Common Stock, hence the same number of diluted shares
is used to calculate the "Supplemental diluted net income, excluding
reorganization cost, per share".
The Company believes that it is appropriate to present this supplemental
information, for the following reasons:
- - Over the past several years, the Company has shifted its manufacturing
processes from owned domestic factories to independent manufacturers in
lower cost markets. The closure of the Company's Lares, Puerto Rico
manufacturing plant completed this transition from ownership of
manufacturing facilities to a sourced goods business model. The successful
implementation of this strategy has resulted in significant changes to our
cost structure, resulting in increased flexibility, improved quality and
lower costs. Management feels that it is important for investors to
understand this change in our business in order to understand our cost
structure and the potential impact on future results.
- - The restructuring charge is not part of the Company's normal cost
structure.
- - Presenting the amount of the charge, the impact on net income and the
impact on earnings per share will allow investors to better understand the
Company's financial results and the underlying business trends.
- - As the restructuring charge was incurred in the prior fiscal year, this
presentation will allow investors to better understand the change in the
Company's financial results from last year to the current year.
SIGNATURE
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 hereunto duly authorized.
Dated: July 29, 2003
COACH, INC.
By: /s/ Carole P. Sadler
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Carole P. Sadler
Senior Vice President, General Counsel
and Secretary
EXHIBIT INDEX
99.1 Text of Press Release, dated July 29, 2003