UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

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):                                                           May 9, 2019

Tapestry, Inc.
(Exact name of registrant as specified in its charter)

             
   Maryland       1-16153   
   52-2242751  
   (State of    (Commission File Number)
    (IRS Employer  
   Incorporation) 
          Identification No.)  

    10 Hudson Yards, New York, NY 10001    
(Address of principal executive offices) (Zip Code)
        (212) 594-1850        
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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.
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 Stock, $0.01 par value
TPR
New York Stock Exchange

Item 2.02 Results of Operations and Financial Condition.
On May 9, 2019, Tapestry, Inc. (the “Company”) issued a press release (the “Press Release”) in which the Company announced its financial results for its third fiscal quarter ended March 30, 2019.  The Company also posted a slide presentation entitled “Investor Presentation” dated May 9, 2019 on the “Presentations & Financial Reports” investor section of its website (www.tapestry.com). Copies of the Press Release and slide presentation are furnished herewith as Exhibit 99.1 and Exhibit 99.2, respectively. Information on the Company’s website is not, and will not be deemed to be, a part of this Current Report on Form 8-K or incorporated into any other filings the Company may make with the Securities and Exchange Commission.

The information in this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, 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 (the “Exchange Act”) or otherwise subject to liability under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 8.01 Other Events.
On May 9, 2019, the Company announced that its Board of Directors had authorized the repurchase of up to $1.00 billion of its outstanding common stock. Pursuant to this program, purchases of the Company's common stock will be made subject to market conditions and at prevailing market prices, through open market purchases. Repurchased shares of common stock will become authorized but unissued shares.  These shares may be issued in the future for general corporate and other purposes. In addition, the Company may terminate or limit the stock repurchase program at any time.

Item 9.01 Financial Statements and Exhibits.
(d)  Exhibits.  The following exhibits are being furnished herewith:

99.1            Text of Press Release, dated May 9, 2019

99.2     Slide Presentation entitled “Investor Presentation,” dated May 9, 2019


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:  May 9, 2019

  TAPESTRY, INC.  
       

By:
/s/ Todd Kahn  
    Todd Kahn  
    President, Chief Administrative Officer, Chief  
    Legal Officer & Secretary
 


 
EXHIBIT INDEX

99.1
99.2



Exhibit 99.1

Tapestry, Inc. Reports Fiscal 2019 Third Quarter Results

Announces $1 Billion Share Repurchase Authorization

NEW YORK--(BUSINESS WIRE)--May 9, 2019--Tapestry, Inc. (NYSE: TPR), a leading New York-based house of modern luxury accessories and lifestyle brands, today reported third quarter results for the period ended March 30, 2019.

Discussion of Financial Results:

Victor Luis, Chief Executive Officer of Tapestry, Inc., said, “We are pleased with our third quarter performance, highlighted by increases in sales and gross margin on a constant currency basis in each of our three brands. Most notably, we again drove positive comps at Coach and generated a significant sequential comp improvement at Kate Spade with Nicola Glass’s new collection resonating with consumers globally. Further, we continued to make key investments across our portfolio and to realize meaningful synergies from the successful integration of Kate Spade as we harness the power of our multi-brand model. Taken together, adjusted EPS was in-line with our expectations for the quarter.”

Share Repurchase Authorization:

The Company announced its Board of Directors has authorized the repurchase of up to $1 billion of its outstanding common stock. Pursuant to this program, purchases of shares of the Company's common stock will be made subject to market conditions and at prevailing market prices, through open market purchases. Repurchased shares of common stock will become authorized but unissued shares. These shares may be issued in the future for general corporate and other purposes. In addition, the Company may terminate or limit the stock repurchase program at any time.

Mr. Luis continued, “We’re also excited to announce the approval of a $1 billion share repurchase authorization, demonstrating our confidence in driving long-term, sustainable growth and value. Through this program we will optimize our capital deployment and enhance shareholder return, while maintaining our financial and strategic flexibility. Importantly, we remain committed to our longstanding capital allocation priorities supported by our strong balance sheet and free cash flow: investing in our brands and business, pursuing strategic acquisitions on an opportunistic basis and maintaining our dividend.”

Non-GAAP Reconciliation:

During the fiscal third quarter, the Company recorded certain charges associated with its Integration and Acquisition activities and ERP implementation efforts as well as the benefit of Tax Legislation changes. Taken together, these items decreased the Company’s third quarter reported net income by approximately $4 million or about $0.02 per diluted share. Please refer to the financial tables included herein for a detailed reconciliation of the Company’s reported to non-GAAP results.

Overview of Third Quarter 2019 Tapestry, Inc. Results:

Third fiscal quarter results in each of the Company’s reportable segments were as follows:

Coach Third Quarter of 2019 Results:

Kate Spade Third Quarter of 2019 Results:

Stuart Weitzman Third Quarter of 2019 Results:

Mr. Luis added, “As we look ahead, we are committed to executing our strategic plan and achieving our near-term and long-range financial targets. This includes our expectation of delivering positive comps at both Coach and Kate Spade along with profitability improvements at Stuart Weitzman, both in the fourth fiscal quarter and in the years ahead. As such, we are maintaining our EPS guidance for fiscal 2019 and our outlook for double-digit operating income and EPS growth in fiscal 2020.”

“We are confident in the clarity of our vision, the strength of our team and the benefits of our global, multi-brand platform. Our model is distinctive – we are brand-led and consumer-centric – with a culture built upon the values of optimism, innovation and inclusivity. Each of our brands have differentiated attitudes, bringing diversification to our portfolio. At the same time, each can leverage Tapestry’s core capabilities and infrastructure to drive meaningful synergies. Taken together, we are uniquely positioned to capture the vast opportunities within the attractive and growing global accessories, footwear and outerwear markets,” Mr. Luis concluded.

Fiscal Year 2019 Outlook

The following fiscal 2019 outlook is provided on a non-GAAP basis and replaces all previous guidance.

The Company expects revenues for fiscal 2019 to increase at a low-to-mid-single-digit rate from fiscal 2018.

In addition, the Company projects earnings per diluted share in the range of $2.55 to $2.60. This guidance continues to reflect cost savings resulting from expected synergies related to the Kate Spade acquisition of $100 to $115 million as well as the impact of distributor consolidations and buybacks and systems investments. This guidance includes the expectation for net interest expense to be in the area of $50 million for the year. Further, the full year fiscal 2019 tax rate is projected at about 18%.

Fiscal Year 2019 Outlook - Non-GAAP Adjustments:

The Company is not able to provide a full reconciliation of the non-GAAP financial measures to GAAP presented in this release and on the Company’s conference call because certain material items that impact these measures, such as the timing and exact amount of charges related to Integration and Acquisition and the costs associated with the Company’s ERP implementation have not yet occurred. Accordingly, a reconciliation of our non-GAAP financial measure guidance to the corresponding GAAP measures is not available without unreasonable effort. Where possible, the Company has identified the estimated impact of the items excluded from its fiscal 2019 guidance.

This fiscal 2019 non-GAAP guidance excludes (1) expected pre-tax charges of approximately $35 million attributable to the Company’s ERP implementation efforts; (2) estimated pre-tax Integration and Acquisition charges of approximately $80 to $90 million (of which approximately $15 million is estimated to be non-cash); and (3) the impact of Tax Legislation of $9 million incurred in the second and third quarters of fiscal 2019. The Company continues to refine its integration plan and estimates for the ERP implementation efforts.

Conference Call Details:

The Company will host a conference call to review these results at 8:30 a.m. (ET) today, May 9, 2019. Interested parties may listen to the conference call via live webcast by accessing www.tapestry.com/investors on the Internet or calling 1-877-510-8087 or 1-862-298-9015 and providing the Conference ID 9287715. A telephone replay will be available starting at 12:00 p.m. (ET) today, for a period of five business days. To access the telephone replay, call 1-800-585-8367 or 1-404-537-3406 and enter the Conference ID 9287715. A webcast replay of the earnings conference call will also be available for five business days on the Tapestry website. Presentation slides have also been posted to the Company’s website at www.tapestry.com/investors.

The Company expects to report fiscal 2019 fourth quarter and full year financial results on Thursday August 15, 2019. To receive notification of future announcements, please register at www.tapestry.com/investors ("Subscribe to E-Mail Alerts").

Tapestry, Inc. is a New York-based house of modern luxury lifestyle brands. The Company’s portfolio includes Coach, Kate Spade and Stuart Weitzman. Our Company and our brands are founded upon a creative and consumer-led view of luxury that stands for inclusivity and approachability. Each of our brands are unique and independent, while sharing a commitment to innovation and authenticity defined by distinctive products and differentiated customer experiences across channels and geographies. To learn more about Tapestry, please visit www.tapestry.com. The Company’s common stock is traded on the New York Stock Exchange under the symbol TPR.

This information to be made available in this press release may contain forward-looking statements based on management's current expectations. Forward-looking statements include, but are not limited to, the statements under “Fiscal Year 2019 Outlook,” as well as statements that can be identified by the use of forward-looking terminology such as "may," "will," “can,” "should," "expect," "intend," "estimate," "continue," "project," "guidance," "forecast," “outlook,” "anticipate," “excited,” “moving,” “leveraging,” “capitalizing,” “developing,” “drive,” “targeting,” “assume,” “plan,” “build,” “pursue,” “maintain,” “on track,” “well positioned to,” “look forward to,” “looking ahead,” “to acquire,” “achieve,” “strategic vision,” “growth opportunities” or comparable terms. Future results may differ materially from management's current expectations, based upon a number of important factors, including risks and uncertainties such as expected economic trends, the ability to anticipate consumer preferences, the ability to control costs and successfully execute our ERP implementation and growth strategies, our ability to achieve intended benefits, cost savings and synergies from acquisitions, the risk of cybersecurity threats and privacy or data security breaches, and the impact of tax legislation, etc. Please refer to the Company’s latest Annual Report on Form 10-K and its other filings with the Securities and Exchange Commission for a complete list of risks and important factors. The Company assumes no obligation to revise or update any such forward-looking statements for any reason, except as required by law.


   
   
   
   

TAPESTRY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

For the Quarters and Nine Months Ended March 30, 2019 and March 31, 2018

(in millions, except per share data)













 



(unaudited)

(unaudited)



QUARTER ENDED

NINE MONTHS ENDED



March 30,

2019



March 31,

2018



March 30,

2019



March 31,

2018













 
Net sales

$ 1,331.4


$ 1,322.4

$ 4,513.4

$ 4,396.3












 
Cost of sales

  415.5  

  414.8

  1,458.9

  1,549.6












 
Gross profit


915.9



907.6


3,054.5


2,846.7












 
Selling, general and administrative expenses

  810.1  

  748.6

  2,410.3

  2,363.1












 
Operating income


105.8



159.0


644.2


483.6












 
Interest expense, net

  10.6  

  16.9

  36.9

  59.6












 
Income before provision for income taxes


95.2



142.1


607.3


424.0












 
Provision for income taxes

  (22.2 )

  1.8

  112.8

  238.2












 
Net income

$ 117.4  

$ 140.3

$ 494.5

$ 185.8












 
Net income per share:























 
Basic

$ 0.40  

$ 0.49

$ 1.71

$ 0.65












 
Diluted

$ 0.40  

$ 0.48

$ 1.70

$ 0.65












 
Shares used in computing net income per share:























 
Basic

  290.0  

  286.2

  289.5

  284.7












 
Diluted

  290.9  

  290.1

  291.2

  287.8

















 

TAPESTRY, INC.

GAAP TO NON-GAAP RECONCILIATION

For the Quarters Ended March 30, 2019 and March 31, 2018

(in millions, except per share data)

(unaudited)


                             



March 30, 2019



GAAP Basis
(As Reported)

 

ERP
Implementation(1)

 

Integration &
Acquisition(2)

 

Impact of Tax
Legislation(3)

 

Non-GAAP Basis
(Excluding Items)
















 
Gross profit

$ 915.9


$ -


$ (5.0 )

$ -


$ 920.9















 
Selling, general and administrative expenses


810.1



14.7



15.6



-



779.8















 
Operating income


105.8



(14.7 )


(20.6 )


-



141.1















 
Income before provision for income taxes


95.2



(14.7 )


(20.6 )


-



130.5















 
Provision for income taxes


(22.2 )


(3.7 )


(2.4 )


(24.9 )


8.8















 
Net income


117.4



(11.0 )


(18.2 )


24.9



121.7















 
Diluted net income per share


0.40



(0.05 )


(0.06 )


0.09



0.42



                         



March 31, 2018



GAAP Basis
(As Reported)


Operational
Efficiency Plan(4)


Integration &
Acquisition(2)


Impact of Tax
Legislation(3)


Non-GAAP Basis
(Excluding Items)
















 
Gross profit

$ 907.6


$ -


$ (4.1 )

$ -


$ 911.7















 
Selling, general and administrative expenses


748.6



2.9



18.3



-



727.4















 
Operating income


159.0



(2.9 )


(22.4 )


-



184.3















 
Income before provision for income taxes


142.1



(2.9 )


(22.4 )


-



167.4















 
Provision for income taxes


1.8



(1.0 )


(12.1 )


5.4



9.5















 
Net income


140.3



(1.9 )


(10.3 )


(5.4 )


157.9















 
Diluted net income per share


0.48



-



(0.04 )


(0.02 )


0.54
(1) Amounts as of March 30, 2019 represent technology implementation costs.
(2) Amounts as of March 30, 2019 and March 31, 2018 represent charges primarily attributable to acquisition and integration costs related to the purchase of Kate Spade & Company, certain distributors for the Coach and Stuart Weitzman brands and assumed operational control of Kate Spade joint ventures. These charges include:

- Organization-related costs

- Limited life purchase accounting adjustments

- Professional fees

(3) Amounts as of March 30, 2019 represent a tax benefit primarily due to the transition tax related to foreign earnings deemed to be repatriated.
Amounts as of March 31, 2018 represent charges due to the transition tax related to foreign earnings deemed to be repatriated partially offset by the re-measurement of deferred tax assets and liabilities.
(4) Amounts as of March 31, 2018 represent technology infrastructure costs.
 

TAPESTRY, INC.

GAAP TO NON-GAAP RECONCILIATION

For the Nine Months Ended March 30, 2019 and March 31, 2018

(in millions, except per share data)

(unaudited)


     



March 30, 2019



GAAP Basis
(As Reported)

 

ERP
Implementation(1)

 

Integration &
Acquisition(2)

 

Impact of Tax
Legislation (3)

 

Non-GAAP Basis
(Excluding Items)





 











Gross profit

$ 3,054.5


$ -


$ (9.1 )

$ -


$ 3,063.6
















 
Selling, general and administrative expenses


2,410.3



25.1



46.2



-



2,339.0
















 
Operating income


644.2



(25.1 )


(55.3 )


-



724.6
















 
Income before provision for income taxes


607.3



(25.1 )


(55.3 )


-



687.7
















 
Provision for income taxes


112.8



(6.3 )


(4.5 )


9.2



114.4
















 
Net income


494.5



(18.8 )


(50.8 )


(9.2 )


573.3
















 
Diluted net income per share


1.70



(0.06 )


(0.17 )


(0.04 )


1.97



 



March 31, 2018



GAAP Basis
(As Reported)


Operational
Efficiency Plan(4)


Integration &
Acquisition(2)


Impact of Tax
Legislation (3)


Non-GAAP Basis
(Excluding Items)

















 
Gross profit

$ 2,846.7


$ -


$ (110.9 )

$ -


$ 2,957.6
















 
Selling, general and administrative expenses


2,363.1



9.5



160.4



-



2,193.2
















 
Operating income


483.6



(9.5 )


(271.3 )


-



764.4
















 
Income before provision for income taxes


424.0



(9.5 )


(271.3 )


-



704.8
















 
Provision for income taxes


238.2



(3.1 )


(79.3 )


199.6



121.0
















 
Net income


185.8



(6.4 )


(192.0 )


(199.6 )


583.8
















 
Diluted net income per share


0.65



(0.02 )


(0.67 )


(0.69 )


2.03
























 
(1) Amounts as of March 30, 2019 primarily represent technology implementation costs.
(2) Amounts as of March 30, 2019 and March 31, 2018 represent charges primarily attributable to acquisition and integration costs related to the purchase of Kate Spade & Company, certain distributors of the Coach and Stuart Weitzman brands and assumed operational control of Kate Spade joint ventures. These charges include:

- Limited life purchase accounting adjustments

- Professional fees

- Severance and other costs related to contractual payments with certain Kate Spade executives

- Organization-related costs

- Inventory reserves established for the destruction of inventory

(3) Amounts as of March 30, 2019 represent charges primarily due to the transition tax related to foreign earnings deemed to be repatriated.
Amounts as of March 31, 2018 represent charges due to the transition tax related to foreign earnings deemed to be repatriated partially offset by the re-measurement of deferred tax assets and liabilities.
(4) Amounts as of March 31, 2018 primarily represent technology infrastructure costs.
 

TAPESTRY, INC.

GAAP TO NON-GAAP RECONCILIATION - FOR SEGMENT RESULTS

For the Quarters Ended March 30, 2019 and March 31, 2018

(in millions)

(unaudited)


     



March 30, 2019



GAAP   Coach   Kate Spade   Stuart Weitzman   Corporate   Non-GAAP
Cost of sales












Integration & Acquisition

 
  -  
  (4.3 )
  (0.7 )
  -  
 
Gross profit

$ 915.9
$ -  
$ (4.3 )
$ (0.7 )
$ -  
$ 920.9













 
SG&A expenses












Integration & Acquisition




5.5


3.0


0.1


7.0


ERP Implementation

 
  -  
  -  
  -  
  14.7  
 
SG&A expenses

$ 810.1
$ 5.5  
$ 3.0  
$ 0.1  
$ 21.7  
$ 779.8













 
Operating income

$ 105.8
$ (5.5 )
$ (7.3 )
$ (0.8 )
$ (21.7 )
$ 141.1



 



March 31, 2018



GAAP
Coach
Kate Spade
Stuart Weitzman
Corporate
Non-GAAP
Cost of sales












Integration & Acquisition

 
  (1.0 )
  (1.0 )
  (2.1 )
  -  
 
Gross profit

$ 907.6
$ (1.0 )
$ (1.0 )
$ (2.1 )
$ -  
$ 911.7













 
SG&A expenses












Integration & Acquisition




0.2


9.1


4.7


4.3


Operational Efficiency Plan

 
  -  
  -  
  -  
  2.9  
 
SG&A expenses

$ 748.6
$ 0.2  
$ 9.1  
$ 4.7  
$ 7.2  
$ 727.4













 
Operating income

$ 159.0
$ (1.2 )
$ (10.1 )
$ (6.8 )
$ (7.2 )
$ 184.3























 

TAPESTRY, INC.

GAAP TO NON-GAAP RECONCILIATION - FOR SEGMENT RESULTS

For the Nine Months Ended March 30, 2019 and March 31, 2018

(in millions)

(unaudited)


     



March 30, 2019



GAAP   Coach   Kate Spade   Stuart Weitzman   Corporate   Non-GAAP
Cost of sales












Integration & Acquisition

 
  (2.0 )
  (5.4 )
  (1.7 )
  -  
 
Gross profit

$ 3,054.5
$ (2.0 )
$ (5.4 )
$ (1.7 )
$ -  
$ 3,063.6













 
SG&A expenses












Integration & Acquisition




5.5


10.1


12.2


18.4


ERP Implementation

 
  -  
  -  
  -  
  25.1  
 
SG&A expenses

$ 2,410.3
$ 5.5  
$ 10.1  
$ 12.2  
$ 43.5  
$ 2,339.0













 
Operating income

$ 644.2
$ (7.5 )
$ (15.5 )
$ (13.9 )
$ (43.5 )
$ 724.6



 



March 31, 2018



GAAP
Coach
Kate Spade
Stuart Weitzman
Corporate
Non-GAAP
Cost of sales












Integration & Acquisition

 
  (1.0 )
  (106.4 )
  (3.5 )
  -  
 
Gross profit

$ 2,846.7
$ (1.0 )
$ (106.4 )
$ (3.5 )
$ -  
$ 2,957.6













 
SG&A expenses












Integration & Acquisition




0.2


106.6


6.5


47.1


Operational Efficiency Plan

 
  -  
  -  
  -  
  9.5  
 
SG&A expenses

$ 2,363.1
$ 0.2  
$ 106.6  
$ 6.5  
$ 56.6  
$ 2,193.2













 
Operating income

$ 483.6
$ (1.2 )
$ (213.0 )
$ (10.0 )
$ (56.6 )
$ 764.4













 

The Company reports information in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). The Company's management does not, nor does it suggest that investors should, consider non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Further, the non-GAAP measures utilized by the Company may be unique to the Company, as they may be different from non-GAAP measures used by other companies. The financial information presented above, as well as gross margin, SG&A expense ratio, and operating margin, have been presented both including and excluding the effect of certain items related to Integration & Acquisition-Related Costs and ERP Implementation-Related costs for Tapestry, Inc. and separately by segment and the impact of tax legislation for Tapestry, Inc.

The Company operates on a global basis and reports financial results in U.S. dollars in accordance with GAAP. Percentage increases/decreases in net sales for the Company and each segment and gross margin for the Stuart Weitzman segment have been presented both including and excluding currency fluctuation effects from translating foreign-denominated sales into U.S. dollars and compared to the same periods in the prior quarter and fiscal year. The Company calculates constant currency revenue results by translating current period revenue in local currency using the prior year period’s currency conversion rate.

Guidance for certain financial information for the fiscal year ending June 29, 2019 has also been presented on a non-GAAP basis.

Management utilizes these non-GAAP and constant currency measures to conduct and evaluate its business during its regular review of operating results for the periods affected and to make decisions about Company resources and performance. The Company believes presenting these non-GAAP measures, which exclude items that are not comparable from period to period, is useful to investors and others in evaluating the Company’s ongoing operating and financial results in a manner that is consistent with management’s evaluation of business performance and understanding how such results compare with the Company’s historical performance. Additionally, the Company believes presenting these metrics on a constant currency basis will help investors and analysts to understand the effect of significant year-over-year foreign currency exchange rate fluctuations on these performance measures and provide a framework to assess how business is performing and expected to perform excluding these effects.


 

TAPESTRY, INC.

SEGMENT INFORMATION

For the Quarters and Nine Months Ended March 30, 2019 and March 31, 2018

(in millions)

(unaudited)


   
 
 
 
 



Coach
Kate Spade
Stuart Weitzman   Corporate
Total

Three Months Ended March 30, 2019























 
Net sales

$ 965.0
$ 281.1

$ 85.3

$ -

$ 1,331.4
Gross profit


691.7

177.9


46.3


-


915.9
Operating income (loss)


239.5

6.1


(13.6 )

(126.2 )

105.8
Income (loss) before provision for income taxes


239.5

6.1


(13.6 )

(136.8 )

95.2











 

Three Months Ended March 31, 2018























 
Net sales

$ 969.3
$ 269.3

$ 83.8

$ -

$ 1,322.4
Gross profit


691.3

171.0


45.3


-


907.6
Operating income (loss)


250.4

12.7


(11.0 )

(93.1 )

159.0
Income (loss) before provision for income taxes


250.4

12.7


(11.0 )

(110.0 )

142.1











 

Nine Months Ended March 30, 2019























 
Net sales

$ 3,174.3

1,034.9

$ 304.2

$ -

$ 4,513.4
Gross profit


2,231.5

658.0


165.0


-


3,054.5
Operating income (loss)


848.9

140.1


(20.8 )

(324.0 )

644.2
Income (loss) before provision for income taxes


848.9

140.1


(20.8 )

(360.9 )

607.3











 

Nine Months Ended March 31, 2018























 
Net sales

$ 3,122.6
$ 972.8

$ 300.9

$ -

$ 4,396.3
Gross profit


2,169.4

502.6


174.7


-


2,846.7
Operating income (loss)


826.7

(55.8 )

19.7


(307.0 )

483.6
Income (loss) before provision for income taxes


826.7

(55.8 )

19.7


(366.6 )

424.0



















 

   
 

TAPESTRY, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

At March 30, 2019 and June 30, 2018

(in millions)






 



(unaudited)
(audited)



March 30,

2019


June 30,

2018

ASSETS









 
Cash, cash equivalents and short-term investments

$ 1,337.3
$ 1,250.0
Receivables


285.7

314.1
Inventories


811.1

673.8
Other current assets

  228.3
  194.7





 
Total current assets


2,662.4

2,432.6





 
Property and equipment, net


921.6

885.4
Other noncurrent assets

  3,385.9
  3,360.3





 
Total assets

$ 6,969.9
$ 6,678.3





 
LIABILITIES AND STOCKHOLDERS' EQUITY






 
Accounts payable

$ 260.6
$ 264.3
Accrued liabilities


735.3

673.2
Current debt

  0.7
  0.7





 
Total current liabilities


996.6

938.2





 
Long-term debt


1,601.5

1,599.9
Other liabilities


840.6

895.6





 
Stockholders' equity

  3,531.2
  3,244.6





 
Total liabilities and stockholders' equity

$ 6,969.9
$ 6,678.3







 

TAPESTRY, INC.

STORE COUNT

At December 29, 2018 and March 30, 2019

(unaudited)


 
 
 
 


As of




As of
Directly-Operated Store Count:
December 29, 2018
Openings
(Closures)
March 30, 2019








 

Coach









North America
399
1
(8)
392
International
585
11
(7)
589








 

Kate Spade









North America
218
1
(7)
212
International
176
7
(2)
181








 

Stuart Weitzman









North America
68
3
(1)
70
International
50
8
-
58

CONTACT:
Tapestry, Inc.
Analysts & Media:
Andrea Shaw Resnick
Interim Chief Financial Officer
Global Head of Investor Relations and Corporate Communications
212/629-2618
Christina Colone
Vice President, Investor Relations
212/946-7252

Exhibit 99.2

 

 This presentation contains certain “forward-looking statements” based on management’s current expectations. Forward-looking statements include, but are not limited to, the information provided on the slide entitled “Fiscal 2019 Financial Outlook”, as well as statements which can be identified by the use of forward-looking terminology such as "may," "will," “can,” "should," "expect," "intend," "estimate," "continue," "project," "guidance," "forecast," “outlook,” "anticipate," “moving,” “leveraging,” “capitalizing,” “developing,” “drive,” “targeting,” “assume,” “plan,” “build,” “pursue,” “maintain,” “on track,” “well positioned to,” “look forward to,” “to acquire,” “achieve,” “strategic vision,” “growth opportunities” or comparable terms, and similar or other references to future periods. Statements herein regarding our business and transformation strategies; our plans, objectives, goals, beliefs, future events, business conditions, results of operations and financial position; and our business outlook and business trends are forward-looking statements.Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements due to a number of important factors. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following:risks and uncertainties such as expected economic trends;the ability to anticipate consumer preferences;the ability to control costs; the ability to successfully execute our operational efficiency initiatives and growth strategies;the ability to achieve intended benefits, cost savings and synergies from acquisitions; the risk of cybersecurity threats and privacy or data security breaches; andthe impact of tax legislation.Please refer to the Company’s latest Annual Report on Form 10-K and its other filings with the Securities and Exchange Commission for a complete list of risks and important factors.We assume no obligation to revise or update any such forward-looking statements for any reason, except as required by law.   2 
 

   highlights    QUARTER  from the 
 

 Delivered sales growth and gross margin expansion in each of our brands on a constant currency basis.Drove continued positive global comparable store sales growth at Coach led by international markets ande-commerce channels. Generated eight-point sequential improvement in comparable store sales growth at Kate Spade, as Nicola Glass’s debut collection resonated with consumers globally; continue to project positive comparable store sales in fiscal Q4.Achieved sales growth at Stuart Weitzman, reflecting ongoing progress in executing the brand’s strategic priorities.Realized significant synergies and made key investments across the portfolio as we harness the power of our differentiated multi-brand model; remain on track to deliver anticipated run-rate synergies of $100 to $115 million in fiscal 2019.Announced $1 billion share repurchase authorization, demonstrating our confidence in driving sustainable growth and value; reiterated commitment to longstanding capital allocation priorities supported by our strong balance sheet and free cash flow.Maintained near-term and long-range financial targets, including EPS guidance for fiscal 2019 and outlook forfiscal 2020.   4  FY19 THIRD QUARTER RESULTS 
 

 Note: Non-GAAP Financials. Non-GAAP reconciliation in Appendix. FY19 YTD as of the nine months ended March 30, 2019.  DELIVERED TOPLINE growth & EXPECTED synergies  FY19 THIRD QUARTER & YEAR-TO-DATE: FINANCIAL SNAPSHOT  $0.42  FY19 3Q  $1.33B  $141M  $0.42  $0.42  FY19 YTD  $4.51B  $725M  $1.97    revenue    operating income    earnings per diluted share   5 
 

     share repurchaseauthorization  $1B  UNDERSCORING confidence IN DRIVING LONG-TERM, SUSTAINABLE GROWTH   BOARD APPROVED $1B SHARE REPURCHASE PROGRAM   6  through this program, we will:  optimize our capital deployment  enhance shareholder return  maintain financial and strategic flexibility 
 

   LONGSTANDING CAPITAL ALLOCATION PRIORITIES   7  Invest in our current brands and business  Acquire new brands on a strategic and opportunistic basis  Return capital to shareholders through our dividend and recently announced share repurchase authorization  3  2  1  SUPPORTED BY STRONG BALANCE SHEET & CASH FLOW 
 

  8  FOCUS ON execution  FISCAL 2019 FINANCIAL OUTLOOK  Note: Non-GAAP Financials.   $2.55 to $2.60  low-to-mid single digit growth    We are focused on harnessing the power of our multi-brand model, unlocking the full potential of the strategic investments, to drive a return to double-digit operating income and EPS growth in fiscal 2020.    revenue    earnings per diluted share 
 

    company    OVERVIEW 
 

 DEFINED BY INCLUSIVITY RATHER THAN EXCLUSIVITY, we area global house of brands that embraces the exploration of individuality.We believe that true luxury is a freedom of expression that ignites confidence and authenticity.Approachable and inviting, we celebrate brands that create joy every day for people around the world. Our passion, detailed approach and genuine love of what we do enables us to develop and nurture brands so that they can reach their full potential.The value of our brands is not bestowed by previous generations or borrowed from tradition. It is determined by quality, craftsmanship, creativity and the opportunity for self-expression they provide. We believe anyone from anywhere can have the best idea, and with hard work and dedication anything is possible.   10 
 

 “We’re a different kind of company. We have a collection of brands that have very specific and unique identities. All of our brands are based on great design, quality and craftsmanship. At the end of the day, all of our teams are focused on providing tremendous value for customers.”   VICTOR LUIS, ceo   11 
 

 values  our   OPTIMISTICINNOVATIVEINCLUSIVE 
 

 principles  BRAND-LEDCONSUMER-CENTRIC MERITOCRACY  our  
 

 brands  our   GLOBAL&UNIQUEDIFFERENTIATED 
 

 model  our   SHARED&SCALABLEDISCIPLINED 
 

 FOCUS ON execution  HARNESS thePOWER ofMULTIBRAND  FUELBRANDINNOVATION  DRIVEGLOBALGROWTH  INVEST inDIGITAL& DATA  Capture full benefit of multi-brand structure and synergies Provide opportunities for talent movement across brands, regions and functions  Accelerate product newness acrossall brands  Maximize the opportunity with the Chinese consumer globally andacross brands  Develop industry-leading capabilities in Digital andData Labs  FISCAL 2019 STRATEGIC PRIORITIES   16 
 

 Leadership Team  Andrea Shaw ResnickInterim CFO and Global Head of Investor Relations & Corporate Communications  Peter CharlesGlobal Head of Supply Chain  Adrianne KirsznerGlobal Head of Inventory Management & Merchandise Planning  Michael BraineChief Information Officer  Anna BakstCEO and Brand President,Kate Spade  Noam ParanskyChief Digital Officer  Sarah DunnGlobal Human Resources Officer  Todd KahnPresident, Chief Administrative Officer and Chief Legal Officer  Joshua SchulmanCEO and Brand President,Coach  Victor LuisChief Executive Officer  Zeynep SchoenwaelderGlobal Head of Strategy & Data Labs  Eraldo PolettoCEO and Brand President,Stuart Weitzman 
 

   corporate RESPONSIBILITY   
 

 “Built on our values of Optimism, Innovation and Inclusivity, these goals solidify our commitment to responsible citizenship, as we recognize our role as a leader in our industry to effect real, measurable change. Addressing pressing global issues and contributing to a world that is inclusive, sustainable and safe is a responsibility that we all share.”   VICTOR LUIS, ceo  2025 CORPORATE RESPONSIBILITY STRATEGY & GOALS  OURPEOPLEOURPLANETOURCOMMUNITIES   19 
 

 CORPORATE SOCIAL RESPONSIBILITY  OUR PROGRAM IS FOCUSED ON THREE strategic pillars  OUR PEOPLE  Having individuals from different backgrounds with different experiences around the table creates a diversity of perspectives that enrich our organization.  1  OURPLANET  Tapestry is dedicated to reducing its environmental impact across the world through continuous innovation.  2  OURCOMMUNITIES  Tapestry engages closely with the communities in which our employees live and work, helping to strengthen them.  3   20 
 

 Build diversity in North America Tapestry and brand leadership teams by increasing the number of North America-based ethnic minority leaders to better reflect the company’s general corporate population.Reduce gender and ethnicity differences in the Employee Inclusion Index scores from our Employee Engagement Survey.Demonstrate a focus on career progression, development and mobility by filling 60% of leadership roles (VP+) internally.Enable employees to manage their work and personal life balance by achieving a global core benefit standard for self-care, parental and family care leave policies.  2025GOALS  CORPORATE SOCIAL RESPONSIBILITY  our people  1   
 

 RECENTMILESTONES    Expanded our maternity leave in 2018 in the United States. Donated approximately $500,000 in fiscal 2018 to organizations that our employees are passionate about through our matching gift programs. Achieved a score of 100 for the fifth consecutive year on the Human Rights Campaign Corporate Equality Index, earningthe designation as a Best Place to Work for LGBTQ Equality.Recognized on the Forbes Diversity & Inclusion List in 2019 for the second consecutive year. Signed the CEO Action Pledge for Diversity & Inclusion in 2017. Maintained a Board of Directors with ethnic, gender and nationality diversity. Recognized by 2020 Women on Boards and Women’s Forumof New York for Board diversity in fiscal 2017.   CORPORATE SOCIAL RESPONSIBILITY  our people  1   22 
 

 CORPORATE SOCIAL RESPONSIBILITY  our planet  2  Achieve a 20% reduction in absolute Scope 1 & Scope 2 CO2e emissions & 20% reduction in absolute Scope 3 emissions from freight shipping over a 2017 baseline.Attain a 95% traceability & mapping of our raw materials to ensure a transparent & responsible supply chain.Ensure that 90% of leather is sourced from Silver- and Gold-rated Leather Working Group tanneries.Achieve 75% recycled content in packaging and 25% reduction in North America corporate & distribution center waste.Achieve a 10% reduction in water usage across Tapestry and its supply chain.  2025GOALS    Photo courtesy of Friends of the High Line. 
 

 RECENTMILESTONES  CORPORATE SOCIAL RESPONSIBILITY  our planet  2    Achieved a 4.4% reduction in absolute Scope 1 and 2CO2e emissions across Tapestry in fiscal 2018 over a2017 baseline. Provided in-person compliance and anti-corruption training to over 120 suppliers and manufacturers infiscal 2017 and early fiscal 2018.Signed the UN Global Compact in October 2018, reinforcing our commitment to sustainability.Implemented a Coach fur-free policy, beginning with the Fall 2019 collection.    24 
 

 CORPORATE SOCIAL RESPONSIBILITY  our communities  3  2025GOALS    Dedicate 100,000 volunteer service hours completed by our employees around the globe.Give $75,000,000 in financial and product donations to nonprofit organizations globally.Provide 50,000 people crafting Coach, kate spade new york and Stuart Weitzman products access to empowerment programs during the workday. 
 

 RECENTMILESTONES  CORPORATE SOCIAL RESPONSIBILITY  our communities  3    Donated over $48 million through The Coach Foundation since its inception in 2008 and launched the “Dream It Real” initiative which supports young people as they pursue their dreams.Employed and empowered 162 women in Masoro, Rwanda through the Kate Spade on purpose program in 2017. Engaged 1,850 employees to volunteer a combined 6,000 hours across projects to support their local communities in fiscal 2018. Distributed numerous grants worldwide to nonprofit organizations through the Coach and Kate Spade Foundations. Provided humanitarian response to victims of hurricanes and other natural disasters in fiscal 2017.    26 
 

    fiscal2018   
 

 Successfully completed the acquisition of Kate Spade and evolved into a true house of brands, establishing Tapestry as our new corporate identity. Strengthened our executive and creative leadership across our brands with a clear focus on executing our strategic vision. Brought fresh perspectives to our Board, with the appointment of new Directors, all with extensive and relevant business experience. Announced several important business development initiatives, which allow each of our brands to assume greater direct control over their international distribution, and, in keeping with our strategic priority, maximize the opportunity with Chinese consumers globally across our portfolio.   Fy18 MILESTONES   28 
 

 FY18 FINANCIAL OVERVIEW: REVENUE STRONG RESULTS DRIVEN BY KATE SPADE ACQUISITION AND ORGANIC GROWTH  FY18  $5.9B  FY17  $4.5B  +31% GROWTH         29 
 

   FY18 FINANCIAL OVERVIEW: OPERATING INCOME STRONG RESULTS DRIVEN BY KATE SPADE ACQUISITION AND ORGANIC GROWTH  $813M  $992M  FY17  FY18  +22%  GROWTH  Note: Non-GAAP Financials. Non-GAAP reconciliation in Appendix.    30 
 

   FY18 FINANCIAL OVERVIEW: EARNINGS PER DILUTED SHARESTRONG RESULTS DRIVEN BY KATE SPADE ACQUISITION AND ORGANIC GROWTH  $2.15  $2.63  FY17  FY18  +22%  GROWTH  Note: Non-GAAP Financials. Non-GAAP reconciliation in Appendix.    31 
 

 OPPORTUNITY ACROSS BRANDS IN THE ATTRACTIVE AND GROWING GLOBAL PREMIUM HANDBAG AND ACCESSORIES, FOOTWEAR AND OUTERWEAR MARKET  Handbag & Accessories  Footwear   Outerwear  Source: Tapestry Global Market Sizing Model, Euromonitor, Public Filings, Analyst Reports, NPD and Yano.Note: Growth noted is constant currency.  $91B  FY18  Handbag & Accessories  Footwear   Outerwear  $83B  FY17         32  +7% GROWTH 
 

   ~70 COUNTRIES6 CONTINENTS  As of FY18. 
 

 
   OVERVIEWbyBRAND   
 

 

 C:\Users\Robert Feliciano\Documents\Coach\Coach Brand 2019\FINAL ASSSETS X PR\FINAL ASSSETS X PR\Composed JPEGS - RGB for digital only 
 

 The shopsAt Hudson yardsNew York city 
 

 COACH CREATE POP-UPTHE stage at isetan ShinjukuTokyo, japan 
 

 “For over 75 years, Coach has been part of the American landscape. As we write our next chapter, we’re building on our heritage of craftsmanship and confident New York style to deliver a complete lifestyle brand formodern lives.”   Joshua Schulman, CEO & Brand President, Coach   40 
 

 Coach inspires the dreamer in all of us, connecting our modern lives with the spirit of the open road.   our vision    41 
 

 As of FY18.  13,500EMPLOYEES  987DIRECTLY OPERATED STORES  $4.22BANNUAL REVENUE   42 
 

 COACH FISCAL 2018 MILESTONES  Successfully reinvigorated the $300-$400 handbagprice segment.Stuart Vevers created new expression of Signature and the customer immediately embraced his iteration of thisbrand icon.Grew categories outside of Women’s bags and small leathergoods–notably footwear, ready-to-wear and Men’s. Drove fashion authority through well-received runway showsand broadened the brand reach through the collaboration with Selena Gomez.Improved brand momentum with the Broad Premium consumer, and specifically millennials, as evidenced in ourU.S. brand tracking survey.   43 
 

 coach product & geographic breakdownDIVERSIFIED ACROSS PRODUCT CATEGORIES AND GEOGRAPHIES   44  As of FY18. 
 

 COACH FISCAL 2019 STRATEGIC PRIORITIES  Cascade Leathergoods Innovation  DRIVE GrowthBeyondbags  Balance Fashion Authority & Universal Appeal in Marketing  Modernize, Customize & Personalize  Fuel Digital Innovation & Ecommerce Growth   45 
 

 

 

 THE SHOPSAT HUDSON YARDSNEW YORK CITY 
 

 “Kate Spade has tremendous opportunity across product categories, channels and geographies. We are leveraging the brand’s global potential, bringing its unique and empowering feminine positioning to women around the world.”  Anna Bakst, CEO & Brand President, Kate Spade   49 
 

 OUR VISION  A globally admired aspirational life & style brand, delivering brand-enhancing profitable growth,where people — our customers and teams — areat the center of everything we do. 
 

 As of FY18.  5,500EMPLOYEES  342DIRECTLY OPERATED STORES  $1.28B ANNUAL REVENUE   51 
 

   Kate spade FISCAL 2018 Milestones  Built the foundation to support global growth with significant progress integrating the brand onto the Tapestry platform.Executed strategies to ensure long-term brand relevance, including the deliberate pullback in promotional flash and disposition sales.Strengthened the leadership team, notably with the hires of Anna Bakst, CEO & Brand President, and Nicola Glass, Creative Director.Established operational control of the brand’s joint ventures for Greater China – a key area of opportunity for growth. 
 

 KATE SPADE product & geographic breakdownOpportunity to expand internationally and develop clear global positioning   53  As of FY18. 
 

 KATE SPADE FISCAL 2019 STRATEGIC PRIORITIES   54  LAUNCH lifestyle-focused branding  CREATE immersive channel experiences  EXPAND globally:think global,act local  INTRODUCE exceptional and inspiring products    54  LEVERAGE TAPESTRY PLATFORM 
 

 

 

 THE SHOPSAT HUDSON YARDSNEW YORK CITY 
 

 “Stuart Weitzman footwear has long represented quality, style and the beautiful combination of form and fit. We are building on this foundation as we evolve into a global, multi-channel and multi-category fashion brand.”  ERALDO POLETTO, CEO & Brand President, Stuart Weitzman   58 
 

 Our vision  STUART WEITZMAN IS ON A JOURNEY TO EVOLVE INTO A GLOBALMULTI-CATEGORY ACCESSORIES BRAND. LOOKING FORWARD, THE BRANDWILL PRODUCE INNOVATIVE ACCESSORIES BASED ON A FOUNDATION OF WARDROBE ESSENTIALS THAT FOSTER AN EMOTIONAL CONNECTION WITH WOMEN OF ALL AGES. THE GOAL IS TO ESTABLISH STUART WEITZMAN AS THE ACCESSORIES DESTINATION FOR EVERY WOMAN FOR EVERY OCCASION.   59 
 

 As of FY18.  940EMPLOYEES  103DIRECTLY OPERATED STORES  $374MANNUAL REVENUE   60 
 

 Stuart Weitzman FISCAL 2018 Milestones  ACQUIRED STUART WEITZMAN NORTHERN CHINA BUSINESS FROM DISTRIBUTOR PARTNER. APPOINTED ERALDO POLETTO, CEO & BRAND PRESIDENT, EDMUNDO CASTILLO, HEAD OF PRODUCT DESIGN, AND FRANCESCA BERTONCINI, HEAD MERCHANT, TO EXECUTE THE LONG-TERM VISION.GAINED TRACTION IN EVOLVING FROM A FOUNDER-LED BUSINESS TO A GLOBAL MULTI-CATEGORY BRAND THAT IS NIMBLE AND ENTREPRENEURIAL. STRENGTHENED THE BRAND’S SUPPLY CHAIN TO SUPPORT A HIGHER LEVEL OF INNOVATION, ADDRESSING THE NEAR-TERM CHALLENGES WHILE BUILDING THE FOUNDATION TO DRIVE SUSTAINABLE GROWTH.   61 
 

   Stuart weitzman FISCAL 2019 STRATEGIC priorities  Expand Globally,with Focus on China   Grow Beyond Footwear: Establish Handbag Business  Maintain Boot & Sandal Authority while Expanding our Footwear Expression  Drive Consumer Desire & Elevate Relationship with the Customer  ResetSupply Chain Organization & Process   62 
 

 STUART WEITZMAN product & geographic breakdownOpportunity to expand the brand internationally and across categories   63  As of FY18. Product breakdown penetration figures for Direct businesses (excluding China).  
 

 

 “We want Tapestry to be a company where employees love to work, great brands aspire to be part of and investors believe in.”  VICTOR LUIS, ceo   65 
 

   APPENDIX   
 

 The Company reports information in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). The Company's management does not, nor does it suggest that investors should, consider non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Further, the non-GAAP measures utilized by the Company may be unique to the Company, as they may be different from non-GAAP measures used by other companies. The financial information presented has been presented both including and excluding the effect of certain items related to our Operational Efficiency Plan, Integration & Acquisition-Related Costs, ERP implementation efforts and the impact of tax legislation for Tapestry, Inc. Guidance for certain financial information for the fiscal year ending June 29, 2019 has also been presented on a non-GAAP basis. A reconciliation of our non-GAAP financial measure guidance to the corresponding GAAP measures is not available without unreasonable effort because certain material items that impact these measures, such as the timing and exact amount of charges related to Integration and Acquisition and the costs associated with the Company’s ERP implementation have not yet occurred.The Company operates on a global basis and reports financial results in U.S. dollars in accordance with GAAP.  Sales and gross margin for each segment have been described excluding currency fluctuation effects from translating foreign-denominated sales into U.S. dollars.  The Company calculates constant currency revenue results by translating current period revenue in local currency using the prior year period’s currency conversion rate.Management utilizes these non-GAAP measures to conduct and evaluate its business during its regular review of operating results for the periods affected and to make decisions about Company resources and performance. The Company believes presenting these non-GAAP measures, which exclude items that are not comparable from period to period, is useful to investors and others in evaluating the Company’s ongoing operating and financial results in a manner that is consistent with management’s evaluation of business performance and understanding how such results compare with the Company’s historical performance.    67 
 

 GAAP to non-GAAP ReconciliationFor the Quarters Ended MARCH 30, 2019 and march 31, 2018  Amounts as of March 30, 2019 represent technology implementation costs.Amounts as of March 30, 2019 and March 31, 2018 represent charges primarily attributable to acquisition and integration costs related to the purchase of Kate Spade & Company, certain distributors for the Coach and Stuart Weitzman brands and assumed operational control of Kate Spade joint ventures. These charges include:Organization-related costsLimited life purchase accounting adjustments Professional feesAmounts as of March 30, 2019 represent a tax benefit primarily due to the transition tax related to foreign earnings deemed to be repatriated.Amounts as of March 31, 2018 represent charges due to the transition tax related to foreign earnings deemed to be repatriated partially offset by the re-measurement of deferred tax assets and liabilities.Amounts as of March 31, 2018 represent technology infrastructure costs.  (in millions, except per share data)  GAAP BASIS(AS REPORTED)  ERP IMPLEMENTATION(1)  INTEGRATION & ACQUISITION(2)  IMPACT OF TAX LEGISLATION(3)  NON-GAAP BASIS(EXCLUDING ITEMS)  Gross profit   $915.9   $—   $ (5.0)   $—   $920.9  Selling, general and administrative expenses   810.1   14.7   15.6   —   779.8  Operating income   105.8   (14.7)   (20.6)   —   141.1  Income before provision for income taxes  95.2   (14.7)   (20.6)   —  130.5  Provision for income taxes  (22.2)   (3.7)  (2.4)  (24.9)  8.8  Net income  117.4   (11.0)   (18.2)   24.9  121.7  Diluted net income per share  0.40   (0.05)   (0.06)   0.09  0.42                GAAP BASIS(AS REPORTED)  OPERATIONAL EFFICIENCY PLAN(4)  INTEGRATION & ACQUISITION(2)  IMPACT OF TAX LEGISLATION(3)  NON-GAAP BASIS(EXCLUDING ITEMS)  Gross profit   $907.6   $—   $(4.1)   $—   $911.7  Selling, general and administrative expenses  748.6  2.9  18.3   —  727.4  Operating income  159.0   (2.9)   (22.4)   —  184.3  Income before provision for income taxes  142.1   (2.9)   (22.4)   —  167.4  Provision for income taxes  1.8   (1.0)   (12.1)  5.4  9.5  Net income  140.3   (1.9)   (10.3)  (5.4)  157.9  Diluted net income per share  0.48  —   (0.04)  (0.02)  0.54  MARCH 30, 2019  MARCH 31, 2018     
 

 GAAP to non-GAAP ReconciliationFor the NINE Months Ended MARCH 30, 2019 and MARCH 31, 2018  Amounts as of March 30, 2019 represent technology implementation costs.Amounts as of March 30, 2019 and March 31, 2018 represent charges primarily attributable to acquisition and integration costs related to the purchase of Kate Spade & Company, certain distributors of the Coach and Stuart Weitzman brands and assumed operational control of Kate Spade joint ventures. These charges include:Limited life purchase accounting adjustmentsProfessional feesSeverance and other costs related to contractual payments with certain Kate Spade executivesOrganization-related costsInventory reserves established for the destruction of inventory Amounts as of March 30, 2019 represent charges primarily due to the transition tax related to foreign earnings deemed to be repatriated.Amounts as of March 31, 2018 represent charges due to the transition tax related to foreign earnings deemed to be repatriated and the re-measurement of deferred tax assets and liabilities.Amounts as of March 31, 2018 primarily represent technology infrastructure costs.   (in millions, except per share data)  GAAP BASIS(AS REPORTED)  ERP IMPLEMENTATION(1)  INTEGRATION & ACQUISITION(2)  IMPACT OF TAX LEGISLATION(3)  NON-GAAP BASIS(EXCLUDING ITEMS)  Gross profit   $3,054.5   $—   $ (9.1)   $—   $3,063.6  Selling, general and administrative expenses  2,410.3  25.1  46.2   —  2,339.0  Operating income  644.2   (25.1)   (55.3)   —   724.6  Income before provision for income taxes  607.3   (25.1)   (55.3)   —  687.7  Provision for income taxes  112.8   (6.3)  (4.5)  9.2  114.4  Net income  494.5   (18.8)   (50.8)   (9.2)  573.3  Diluted net income per share  1.70   (0.06)   (0.17)   (0.04)  1.97                GAAP BASIS(AS REPORTED)  OPERATIONAL EFFICIENCY PLAN(4)  INTEGRATION & ACQUISITION(2)  IMPACT OF TAX LEGISLATION(3)  NON-GAAP BASIS(EXCLUDING ITEMS)  Gross profit   $2,846.7   $—   $(110.9)   $—   $2,957.6  Selling, general and administrative expenses  2,363.1  9.5  160.4   —  2,193.2  Operating income  483.6   (9.5)   (271.3)   —  764.4  Income before provision for income taxes  424.0   (9.5)   (271.3)   —  704.8  Provision for income taxes  238.2   (3.1)   (79.3)  199.6  121.0  Net income  185.8   (6.4)   (192.0)  (199.6)  583.8  Diluted net income per share  0.65   (0.02)   (0.67)  (0.69)  2.03  MARCH 30, 2019  MARCH 31, 2018     
 

 GAAP to non-GAAP ReconciliationFor the Years Ended June 30, 2018 and July 1, 2017  (in millions, except per share data)  GAAP BASIS(AS REPORTED)  OPERATIONAL EFFICIENCY PLAN(1)  INTEGRATION & ACQUISITION(2)  IMPACT OF TAX LEGISLATION(3)  NON-GAAP BASIS(EXCLUDING ITEMS)  Gross profit   $ 3,848.5   $—   $ (116.4)   $—   $3,964.9  Selling, general and administrative expenses   3,177.7   19.5   185.2   —   2,973.0  Operating income   670.8   (19.5)   (301.6)   —   991.9  Income before provision for income taxes   596.8   (19.5)   (301.6)   —   917.9  Provision for income taxes   199.3   (6.2)   (130.7)   178.2   158.0  Net income   397.5   (13.3)   (170.9)   (178.2)   759.9  Diluted net income per share   1.38   (0.05)   (0.58)   (0.62)   2.63               Gross profit   $3,081.1   $—   $(2.9)   $—   $3,084.0  Selling, general and administrative expenses   2,293.7   24.0   (1.7)   —   2,271.4  Operating income   787.4   (24.0)   (1.2)   —   812.6  Income before provision for income taxes   759.0   (24.0)   (10.7)   —   793.7  Provision for income taxes   168.0   (8.3)   (8.1)   —   184.4  Net income   591.0   (15.7)   (2.6)   —   609.3  Diluted net income per share   2.09   (0.05)   (0.01)   —   2.15  Amounts as of June 30, 2018 primarily represent technology infrastructure costs. Amounts as of July 1, 2017 represent charges primarily related to organizational efficiency costs, technology infrastructure costs and to a lesser extent, network optimization costs.Amounts as of June 30, 2018 represent charges attributable to acquisition and integration costs related to the purchase of Kate Spade & Company, and to a lesser extent the acquisition of certain distributors for the Coach and Stuart Weitzman brands and assumed operational control of Kate Spade joint ventures. Provision for income taxes has been favorably impacted as a result of the reversal of certain valuation allowances that were established during purchase accounting. These charges include:Limited life purchase accounting adjustmentsProfessional feesSeverance and other costs related to contractual payments with certain Kate Spade executives Organizational costs as a result of integrationInventory reserves established for the destruction of inventoryAmounts as of July 1, 2017 represent acquisition costs and limited life purchase accounting impacts related to the acquisition of Stuart Weitzman Holdings LLC, more than offset by the reversal of an accrual related to estimated contingent purchase price payments which were not paid, and integration-related costs for the Kate Spade & Company acquisition.(3) Amounts as of June 30, 2018 represent charges due to the net impact of the transition tax and re-measurement of deferred tax balances.  JUNE 30, 2018  JULY 1, 2017