NEW YORK--(BUSINESS WIRE)--Jun. 6, 2017--
Coach Inc. (NYSE:COH) (SEHK:6388), a leading New York design house of
modern luxury accessories and lifestyle brands, today announced that it
intends to offer, subject to market and other conditions, senior
unsecured notes under a shelf registration on file with the Securities
and Exchange Commission.
Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan
Securities LLC and HSBC Securities (USA) Inc. are acting as joint
book-running managers.
As previously announced on May 8, 2017, Coach entered into an agreement
to acquire Kate Spade & Company (NYSE: KATE). Coach intends to use the
proceeds from this offering, together with cash on hand and cash on hand
at Kate Spade and term loans, to fund the purchase price for the
acquisition and pay related fees and expenses.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities nor will there be any
sale of these securities in any state or other jurisdiction in which
such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or other
jurisdiction. The offering of securities may be made only by means of a
prospectus supplement and accompanying prospectus. Copies of the
prospectus and related supplement may be obtained by contacting any of
those joint book-running managers whose contact information is listed at
the bottom of this announcement.
About Coach
Coach, Inc. is a leading New York design house of modern luxury
accessories and lifestyle brands. The Coach brand was established in New
York City in 1941, and has a rich heritage of pairing exceptional
leathers and materials with innovative design. Coach is sold worldwide
through Coach stores, select department stores and specialty stores, and
through Coach’s website. In 2015, Coach acquired Stuart Weitzman, a
global leader in designer footwear, sold in more than 70 countries and
through its website. Coach, Inc.’s common stock is traded on the New
York Stock Exchange under the symbol COH and Coach’s Hong Kong
Depositary Receipts are traded on The Stock Exchange of Hong Kong
Limited under the symbol 6388.
Neither the Hong Kong Depositary Receipts nor the Hong Kong
Depositary Shares evidenced thereby have been or will be registered
under the U.S. Securities Act of 1933, as amended (the “Securities
Act”), and may not be offered or sold in the United States or to, or for
the account of, a U.S. Person (within the meaning of Regulation S under
the Securities Act), absent registration or an applicable exemption from
the registration requirements. Hedging transactions involving these
securities may not be conducted unless in compliance with the Securities
Act.
This press release contains forward-looking statements based on
management's current expectations. In this context, forward-looking
statements often address expected future business and financial
performance and financial condition, and often contain words such as
“expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,”
“will,” “would,” “target,” similar expressions, and variations or
negatives of these words. Forward-looking statements by their nature
address matters that are, to different degrees, uncertain, such as
statements about the consummation of the proposed transaction and the
anticipated benefits thereof. Such statements involve risks,
uncertainties and assumptions. If such risks or uncertainties
materialize or such assumptions prove incorrect, the results of Coach,
Inc. and its consolidated subsidiaries could differ materially from
those expressed or implied by such forward-looking statements and
assumptions. All statements other than statements of historical fact are
statements that could be deemed forward-looking statements, including
any statements regarding the expected benefits and costs of the tender
offer, the merger and the other transactions contemplated by the merger
agreement by and between Kate Spade & Company, Coach, Inc. and Chelsea
Merger Sub Inc.; the expected timing of the completion of the tender
offer and the merger; the ability of Coach, Inc. (and its subsidiary)
and Kate Spade & Company to complete the tender offer and the merger
considering the various conditions to the tender offer and the merger,
some of which are outside the parties’ control, including those
conditions related to regulatory approvals; any statements of
expectation or belief; and any statements of assumptions underlying any
of the foregoing. Risks, uncertainties and assumptions include the
possibility that expected benefits may not materialize as expected; that
the tender offer and the merger may not be timely completed, if at all;
that, prior to the completion of the transaction, Kate Spade & Company’s
business may not perform as expected due to transaction-related
uncertainty or other factors; that the parties are unable to
successfully implement integration strategies; and other risks that are
described in Coach, Inc.’s latest Annual Report on Form 10-K and its
other filings with the SEC. Coach, Inc. and Kate Spade & Company assume
no obligation and do not intend to update these forward-looking
statements.
BOOK-RUNNING MANAGERS:
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
NC1-004-03-43
200
North College Street, 3rd Floor
Charlotte NC 28255-0001
Attn:
Prospectus Department
Email: dg.prospectus_requests@baml.com
Tel:
800-294-1322
or
J.P. Morgan Securities LLC
383 Madison
Avenue
New York, New York 10179
Attn: Investment Grade
Syndicate Desk
Tel: 212-834-4533
or
HSBC Securities (USA)
Inc.
425 Fifth Avenue
New York, New York 10018
Attn:
Transaction Management Americas
Email: tmg.americas@us.hsbc.com
Tel:
800-662-3343

View source version on businesswire.com: http://www.businesswire.com/news/home/20170606005948/en/
Source: Coach Inc.
Coach
Analysts & Media:
Andrea Shaw Resnick, 212-629-2618
Global
Head of Investor Relations and Corporate Communications
AResnick@coach.com
or
Christina
Colone, 212-946-7252
Senior Director, Investor Relations
CColone@coach.com