Coach 2014 Annual Report Download

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(Exact name of registrant as specified in its charter)
 
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
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(Address of principal executive offices); (Zip Code)
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(Registrant’s telephone number, including area code)
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 
Common Stock, par value $.01 per share New York Stock Exchange

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes þ No o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.Yes o No þ
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 þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and
posted 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 and
post such files). Yes þ No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of
“large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer þ Accelerated filer o Non-accelerated filer o Smaller reporting company o
Indicate by check mark whether the registrant is a shell Company (as defined in Rule 12b-2 of the Act).Yes o No þ
The aggregate market value of Coach, Inc. common stock held by non-affiliates as of December 27, 2013 (the last business day of the most recently completed second fiscal
quarter) was approximately $15.5 billion. For purposes of determining this amount only, the registrant has excluded shares of common stock held by directors and officers.
Exclusion of shares held by any person should not be construed to indicate that such person possesses the power, direct or indirect, to cause the direction of the management or
policies of the registrant, or that such person is controlled by or under common control with the registrant.
On August 1, 2014, the Registrant had 274,631,764 shares of common stock outstanding.
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 
Proxy Statement for the 2014 Annual Meeting of Stockholders Part III, Items 10 – 14

Table of contents

  • Page 1
    ... such person is controlled by or under common control with the registrant. On August 1, 2014, the Registrant had 274,631,764 shares of common stock outstanding. DOCUMENTS INCORPORTTED BY REFERENCE Documents Form 10-K Reference Proxy Statement for the 2014 Annual Meeting of Stockholders Part III...

  • Page 2
    ... Disclosures About Market Risk Financial Statements and Supplementary Data Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Controls and Procedures Other Information PTRT III Directors, Executive Officers and Corporate Governance Executive Compensation Security...

  • Page 3
    ... contained in this Form 10-K. INFORMTTION REGTRDING HONG KONG DEPOSITTRY RECEIPTS 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...

  • Page 4
    ... across an expanding number of products, sales channels and international markets, including within North America, in which Coach is the leading brand, and in Japan, where Coach is the leading imported luxury handbag and accessories brand by units sold. Coach is also gaining traction in China and...

  • Page 5
    ..., watches, weekend and travel accessories, scarves, sunwear, fragrance, jewelry, travel bags and other lifestyle products. The following table shows net sales for each product category represented: Fiscal Year Ended (dollars in millions) June 28, 2014 Tmount Women's Handbags Women's Accessories Men...

  • Page 6
    ... Internet sales sites, department and specialty stores worldwide, and select perfumeries in major global markets. Coach offers women's fragrance collections which include eau de perfume spray, eau de toilette spray, purse spray, and body lotion. Coach also offers men's fragrance collections. DESIGN...

  • Page 7
    ... store environment. Coach custom tailors its assortments through wholesale product planning and allocation processes to match the attributes of our department store consumers in each local market. The Company continues to closely manage inventories in this channel given the highly promotional...

  • Page 8
    ... and outlet stores as well as ecommerce websites. Flagship stores, which offer the broadest assortment of Coach products, are located in select high-visibility shopping districts within Tokyo, Shanghai, Hong Kong and London. The following table shows the number of international directly-operated...

  • Page 9
    ... communication opportunity to increase on-line and store sales, acquire new customers and build brand awareness. The Company also runs national, regional and local marketing campaigns in support of its major selling seasons. In fiscal 2014, the Company refreshed its strategy to expand its marketing...

  • Page 10
    ... a limited number of "better brand" partners with demonstrated integrity, quality and reliable delivery. Our manufacturers are located in many countries, including Vietnam, China, the Philippines, India, Thailand, Italy, Hong Kong and the United States. Coach continues to evaluate new manufacturing...

  • Page 11
    ...'s products. Coach maintains an internal global trade and customs organization to help manage its import/export activity. COMPETITION The premium handbag and accessories industry is highly competitive. The Company competes primarily with European and American luxury and accessible luxury brands as...

  • Page 12
    TABLE OF CONTENTS compliance with the NYSE's Corporate Governance Listing Standards ("Listing Standards") pursuant to Section 303A.12(a) of the Listing Standards, which indicated that the CEO was not aware of any violations of the Listing Standards by the Company. 10

  • Page 13
    ... growth strategy includes plans to expand in a number of international regions, including Asia and Europe. We currently plan to open additional Coach stores in China, Europe and other international markets, and we have entered into strategic agreements with various partners to expand our operations...

  • Page 14
    ...as America's preeminent designer, producer, and marketer of fine accessories and gifts for women and men. We attribute the prominence of the Coach brand to the unique combination of our original American attitude and design, our heritage of fine leather goods and custom fabrics, our superior product...

  • Page 15
    ... corporate email communications to and from employees, customers and stores, the design, manufacture and distribution of our finished goods, digital marketing efforts, collection and retention of customer data, employee information, the processing of credit card transactions, online e-commerce...

  • Page 16
    ...Japan, China, Hong Kong, Singapore, Taiwan, Malaysia and South Korea. The warehousing of Coach merchandise, store replenishment and processing direct-to-customer orders is handled by these centers and a prolonged disruption in any center's operation could materially adversely affect our business and...

  • Page 17
    ... inability of any of our licensing partners to execute on the expected design and quality of the licensed products or otherwise exercise operational and financial control over its business, may result in loss of revenue and competitive harm to our operations in the product categories where we have...

  • Page 18
    ... to, our new global corporate headquarters. The Company has entered into various agreements relating to the development of the Company's new global corporate headquarters in a new office building to be located at the Hudson Yards development site in New York City. The financing, development...

  • Page 19
    ...two super-majority stockholder votes, unless some conditions are met or the business combination is exempted by Coach's Board. Risks relating to our Hong Kong Depositary Receipts ("HDRs") An active trading market for the Hong Kong Depositary Receipts on the Hong Kong Stock Exchange might not develop...

  • Page 20
    ... effect any sales of their securities during this period. There is no direct trading or settlement between the NYSE and the Hong Kong Stock Exchange on which the common stock and the HDRs are respectively traded. In addition, the time differences between Hong Kong and New York and unforeseen market...

  • Page 21
    ... by fluctuations in the U.S. dollar/Hong Kong dollar exchange rate. While the Hong Kong dollar is currently linked to the U.S. dollar using a specified trading band, no assurance can be given that the Hong Kong government will maintain the trading band at its current limits or at all. ITEM 1B...

  • Page 22
    ... City, Vietnam Taipei City, Taiwan London Malaysia Singapore Beijing, China Clark, Philippines Use North America distribution and consumer service Corporate, design, sourcing and product development Corporate and product development Coach Japan regional management Coach Hong Kong regional management...

  • Page 23
    ...'s business or consolidated financial statements. Coach has not entered into any transactions that have been identified by the IRS as abusive or that have a significant tax avoidance purpose. Accordingly, we have not been required to pay a penalty to the IRS for failing to make disclosures required...

  • Page 24
    ... high, low and closing prices per share of Coach's common stock as reported on the New York Stock Exchange Composite Index. Dividends Declared per Common Share $ 0.3375 0.3375 0.3375 0.3375 High Fiscal 2014 Quarter ended: September 28, 2013 December 28, 2013 March 29, 2014 June 28, 2014 Fiscal 2013...

  • Page 25
    ...in the stock repurchase program. The Company repurchases its common shares under the repurchase program that was approved by the Board as follows: Date Share Repurchase Programs were Publicly Tnnounced October 23, 2012 Total Dollar Tmount Tpproved $1.5 billion Expiration Date of Plan June 2015 23

  • Page 26
    ...per common share $ Consolidated Percentage of Net Sales Data: Gross margin Selling, general and administrative expenses Operating margin Net income Consolidated Balance Sheet Data: Working capital Total assets Cash, cash equivalents and investments Inventory Total debt Stockholders' equity 4,806,226...

  • Page 27
    ...Fiscal Year Ended(1) June 28, 2014 (2)(3) Coach Operated Store Data Stores open at fiscal year-end: North American retail stores North American outlet stores Coach Japan locations Coach International, excluding Japan Total stores open at fiscal year-end Store square footage at fiscal year-end: North...

  • Page 28
    ... fiscal years 2014, 2013, 2012 and 2011, the Company recorded certain items which affect the comparability of our results. See item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations," for further information on the items related to fiscal 2014, fiscal 2013 and...

  • Page 29
    ...collections. Our product offerings include fine accessories, gifts and certain seasonal lifestyle apparel collections for women and men. Coach operates in two segments: North America and International. The North America segment includes sales to North American customers through Coach-operated stores...

  • Page 30
    ... fiscal 2015. We will continue to monitor these risks and evaluate and adjust our operating strategies and cost management opportunities to mitigate the related impact on our results of operations, while remaining focused on the long-term growth of our business and protecting the value of our brand...

  • Page 31
    ...accounting principles generally accepted in the United States of America ("GAAP"). The reported gross profit, selling, general and administrative expenses, operating income, income before provision for income taxes, provision for income taxes, net income and earnings per diluted share in fiscal 2014...

  • Page 32
    ... Gross profit Selling, general and administrative expenses Operating income Income before provision for income taxes Provision for income taxes Net income Diluted net income per share Items Tffecting Comparability Fiscal 2014 Items Transformation and Other Related Actions In fiscal 2014, the Company...

  • Page 33
    ... to limit access to our outlet Internet sales site. This decrease was partially offset by an increase of $143.5 million related to net new stores. Since the end of fiscal 2013, Coach opened a net 14 outlet stores, including one Men's outlet store, and closed a net 19 retail stores. International Net...

  • Page 34
    ...) advertising, marketing and design; (iii) distribution and customer service; and (iv) administrative. Selling expenses include store employee compensation, occupancy costs and supply costs, wholesale and retail account administration compensation globally and Coach international operating expenses...

  • Page 35
    ... Japan, related to higher occupancy and employee costs associated with new store openings and a $45.8 million increase as a result of the recently acquired Europe business. The increase in SG&A costs was offset by foreign currency effects in Japan of $42.6 million. Operating margin decreased 360...

  • Page 36
    ... been calculated using unrounded numbers. Fiscal Year Ended June 29, 2013 % of net sales 100.0% $ 72.9 42.8 30.0 9.6 20.4 $ June 30, 2012 (dollars in millions, except per share data) Variance Amount Net sales Gross profit Selling, general and administrative expenses Operating income Provision for...

  • Page 37
    ... in both the North American and International businesses. The following table presents net sales by reportable segment for fiscal 2013 compared to fiscal 2012: Fiscal Year Ended Total Net Sales June 29, 2013 (1) North America International(1) Other(1)(2) Total net sales $ 3,478.2 1,558.1 39.1 5,075...

  • Page 38
    ... China, Hong Kong and Macau, 11 net new stores in Japan and one net new store in the other regions. Fiscal 2013 results include net sales of the Company-operated Malaysia and South Korean businesses, which were acquired in the first quarter of 2013 as well as the benefit of a full year of net sales...

  • Page 39
    ... benefit of certain permanent adjustments related to executive compensation. During fiscal 2012, the Company recorded the effect of a revaluation of certain deferred tax asset balances due to a change in Japan's corporate tax laws, the favorable completion of a multi-year transfer pricing agreement...

  • Page 40
    ... Earnings per Share Diluted earnings per share grew 2.3% to $3.61 in fiscal 2013 as compared to $3.53 in fiscal 2012. Excluding items of comparability, net income per diluted share grew 5.5% to $3.73 in fiscal 2013, reflecting share leverage due to repurchases of Coach's common stock and the...

  • Page 41
    ... RESULTS Non-GTTP Measures The Company's reported results are presented in accordance with GAAP. The reported gross profit, SG&A expenses, operating income, provision for income taxes, net income and earnings per diluted share in fiscal 2014, fiscal 2013 and fiscal 2012 reflect certain items which...

  • Page 42
    ... to costs incurred under the Company's Transformation Plan. Fiscal 2013 charges primarily related to corporate restructuringrelated expenses and impairment charges related to retail stores and inventory. See Note 3, "Transformation, Restructuring and Other Related Actions," for further information...

  • Page 43
    ...was primarily driven by lower compensation-related accruals at the end of fiscal 2014. Accounts payable were a use of cash in fiscal 2014 of $30.2 million as compared to a source of cash of $30.4 million in fiscal 2013, driven by the timing of payments related to inventory purchases. The increase in...

  • Page 44
    ...in department store and distributor locations and corporate infrastructure, primarily technology. Because Coach products are frequently given as gifts, Coach experiences seasonal variations in its net sales, operating cash flows and working capital requirements, primarily related to seasonal holiday...

  • Page 45
    ... and value-added tax refunds. These letters of credit expire at various dates through 2015. As discussed earlier, the Company entered into a joint venture agreement with the Related Companies, L.P. to develop a new office tower in Manhattan in the Hudson Yards district, in April 2013. The formation...

  • Page 46
    ... policies could affect the financial statements. For more information on Coach's accounting policies, please refer to the Notes to Consolidated Financial Statements. Inventories The Company's inventories are reported at the lower of cost or market. Inventory costs include material, conversion costs...

  • Page 47
    ... not meet expectations. Share-Based Compensation The Company recognizes the cost of equity awards to employees and the non-employee Directors, based on the grant-date fair value of those awards. The grant-date fair values of share unit awards are based on the fair value of the Company's common stock...

  • Page 48
    ... periodically audit the Company's income tax returns, and in specific cases, the tax authorities may take a contrary position that could result in a significant impact on our results of operations. Significant management judgment is required in determining the effective tax rate, in evaluating our...

  • Page 49
    .... This primarily includes exposure to exchange rate fluctuations in the Hong Kong Dollar, the South Korean Won, the New Taiwan Dollar, and the British Pound Sterling. To manage the exchange rate risk related to these loans, the Company entered into forward exchange and cross-currency swap contracts...

  • Page 50
    ... Exchange Act of 1934, as amended, the Chief Executive Officer of the Company and the Chief Financial Officer of the Company, have concluded that the Company's disclosure controls and procedures are effective as of June 28, 2014. Management's Report on Internal Control over Financial Reporting...

  • Page 51
    ... Under Equity Compensation Plans" and "Coach Stock Ownership by Certain Beneficial Owners and Management" in the Company's Proxy Statement for the 2014 Annual Meeting of Stockholders is incorporated herein by reference. There are no arrangements known to the registrant that may at a subsequent date...

  • Page 52
    TABLE OF CONTENTS PTRT IV ITEM 15. EXHIBITS, FINTNCITL STTTEMENT SCHEDULES (a) Financial Statements and Financial Statement Schedules. See "Index to Financial Statements," appearing herein. (b) Exhibits. See the exhibit index which is included herein. 50

  • Page 53
    ...COACH, INC. Date: August 15, 2014 By: /s/ Victor Luis Name: Victor Luis Title: Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report... Jide Zeitlin Chief Financial Officer (Principal Financial and Accounting Officer) Executive Chairman and Director ...

  • Page 54
    ...INFORMTTION Page Number Reports of Independent Registered Public Accounting Firm Consolidated Financial Statements: Consolidated Balance Sheets Consolidated Statements of Income Consolidated Statements of Comprehensive Income Consolidated Statements of Stockholders' Equity Consolidated Statements of...

  • Page 55
    ... consolidated balance sheets of Coach, Inc. and subsidiaries (the "Company") as of June 28, 2014 and June 29, 2013, and the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows for each of the three years in the period ended June 28, 2014. Our...

  • Page 56
    ... with the standards of the Public Company Accounting Oversight Board (United States), the consolidated financial statements and financial statement schedule as of and for the year ended June 28, 2014 of the Company and our report dated August 15, 2014 expressed an unqualified opinion on those...

  • Page 57
    ...per share data) June 28, 2014 TSSETS Current Assets: Cash and cash equivalents Short-term investments Trade accounts receivable, less allowances of $1,419 and $1,138, respectively Inventories Deferred income taxes Prepaid expenses Other current assets Total current assets Property and equipment, net...

  • Page 58
    ... OF CONTENTS COTCH, INC. CONSOLIDTTED STTTEMENTS OF INCOME (in thousands except per share data) Fiscal Year Ended June 28, 2014 Net sales Cost of sales Gross profit Selling, general and administrative expenses Operating income Interest income Other expense Income before provision for income taxes...

  • Page 59
    ... OF COMPREHENSIVE INCOME (in thousands) Fiscal Year Ended June 28, 2014 Net Income Other comprehensive income (loss), net of tax: Unrealized (losses) gains on cash flow hedging derivatives, net Unrealized gains (losses) on available-for-sale investments, net Change in pension liability, net Foreign...

  • Page 60
    ...Income/(Loss) Total Stockholders' Equity Common Stock Balance at July 3, 2011 Net income Other comprehensive loss Shares issued for stock options and employee benefit plans Share-based compensation Excess tax benefit from share-based compensation Repurchase and retirement of common stock Dividends...

  • Page 61
    ... accounts receivable Inventories Other liabilities Accounts payable Accrued liabilities Other balance sheet changes, net Net cash provided by operating activities CTSH FLOWS FROM INVESTING TCTIVITIES Acquisition of interest in equity method investment Acquisitions (net of cash acquired) and related...

  • Page 62
    ... and men's small leather goods, business cases, footwear, wearables including outerwear, watches, weekend and travel accessories, scarves, sunwear, fragrance, jewelry, travel bags and other lifestyle products. Coach's products are sold through the North America and International reportable segments...

  • Page 63
    ... and $16,624 in fiscal 2013. The Company did not record any impairment losses in fiscal 2012. In determining future cash flows, Coach takes various factors into account, including changes in merchandising strategy, the emphasis on retail store cost controls, the effects of macroeconomic trends such...

  • Page 64
    ... fourth quarter of each fiscal year. The Company determined that there was no impairment in fiscal 2014, fiscal 2013 or fiscal 2012 as the fair values of our reporting units significantly exceeded their respective carrying values. Stock Repurchase and Retirement Coach accounts for stock repurchases...

  • Page 65
    ... selling; (2) advertising, marketing and design; (3) distribution and customer service; and (4) administrative. Selling expenses include store employee compensation, occupancy costs and supply costs, wholesale and retail account administration compensation globally and Coach international operating...

  • Page 66
    ...Financial Statements (Continued) (dollars and shares in thousands, except per share data) Share-Based Compensation The Company recognizes the cost of equity awards to employees and the non-employee Directors based on the grant-date fair value of those awards. The grant-date fair values of share unit...

  • Page 67
    ... Company's businesses outside of the United States (Coach Japan and Coach Canada), and are recognized as part of the cost of the inventory purchases being hedged within cost of sales, when the related inventory is sold to a third party. Current maturity dates range from July 2014 to June 2015. Cross...

  • Page 68
    ... product strategy in fiscal 2014; (iv) the investment in incremental advertising costs to further promote this new strategy starting in fiscal 2015; and (v) the significant scale-back of the Company's promotional cadence, particularly within the outlet Internet sales site starting in fiscal 2014...

  • Page 69
    ...services agreement between Coach and Buyer for up to nine months. In connection with the Purchase Agreement, Mr. Krakoff's resignation from Coach and the closing of the sale, Mr. Krakoff waived his right to receive compensation, salary, bonuses, equity vesting and certain other benefits. The Company...

  • Page 70
    ... Company maintains several share-based compensation plans which are more fully described below. The following table shows the total compensation cost charged against income for these plans and the related tax benefits recognized in the income statement: June 29, 2013 $ 120,460 39,436 $ June 30, 2012...

  • Page 71
    ...the implied volatility from publicly traded options on Coach's stock. The risk free interest rate is based on the zero-coupon U.S. Treasury issue as of the date of the grant. Dividend yield is based on the current expected annual dividend per share and the Company's stock price. The weighted-average...

  • Page 72
    .... Notes to Consolidated Financial Statements (Continued) (dollars and shares in thousands, except per share data) Service-based Restricted Stock Unit Awards ("RSUs") A summary of service-based RSU activity during the year ended June 28, 2014 is as follows: WeightedTverage Grant-Date Fair Value $ 54...

  • Page 73
    ...the 2001 Employee Stock Purchase Plan, full-time Coach employees are permitted to purchase a limited number of Coach common shares at 85% of market value. Under this plan, Coach sold 119, 122, and 129 shares to employees in fiscal 2014, fiscal 2013 and fiscal 2012, respectively. Compensation expense...

  • Page 74
    ... greater than 3 months and are recorded at fair value. Primarily relates to the equity method investment related to an equity interest in an entity formed during fiscal 2013 for the purpose of developing a new office tower in Manhattan (the "Hudson Yards joint venture"), with the Company owning less...

  • Page 75
    ... costs, property taxes and the effect on costs from changes in consumer price indices. Certain rentals are also contingent upon factors such as sales. Rent expense for the Company's operating leases consisted of the following: Fiscal Year Ended June 28, 2014 Minimum rent Contingent rent(1) Total...

  • Page 76
    ... Statement Classification Cost of Sales SG&A $ $ Fiscal Year Ended(2) June 28, 2014 6,422 - 6,422 $ $ June 29, 2013 3,803 - 3,803 $ $ June 30, 2012 (3,099) - (3,099) Designated Cash Flow Hedges: C - Inventory purchases CCS - Intercompany loans Total Hedges (1) (2) For fiscal 2014, fiscal 2013...

  • Page 77
    ... of the Company's financial assets and liabilities at June 28, 2014 and June 29, 2013: Level 1 June 28, 2014 Tssets: Cash equivalents(1) Short-term investments: Time deposits(2) Commercial paper(2) Government securities - U.S.(2) Corporate debt securities - U.S.(2) Corporate debt securities...

  • Page 78
    ...to Consolidated Financial Statements (Continued) (dollars and shares in thousands, except per share data) (1) Cash equivalents consist of money market funds and time deposits with maturities of three months or less at the date of purchase. Due to their short term maturity, management believes that...

  • Page 79
    ... TND CONTINGENCIES As of June 28, 2014, the Company's equity method investment related to an equity interest in an entity formed during fiscal 2013 for the purpose of developing a new office tower in Manhattan, the Hudson Yards joint venture, with the Company owning less than 43% of the joint...

  • Page 80
    ... change in the carrying amount of the Company's goodwill, all of which is included within the International reportable segment, is as follows: Total Balance at June 30, 2012 Acquisition of Singapore and Taiwan retail businesses Foreign exchange impact Balance at June 29, 2013 Acquisition of Europe...

  • Page 81
    ... Financial Statements (Continued) (dollars and shares in thousands, except per share data) The components of deferred tax assets and liabilities were: June 28, 2014 Share-based compensation Reserves not deductible until paid Employee benefits Net operating loss Other Prepaid expenses Property...

  • Page 82
    ... the Internet) and concession shop-in-shops in Japan and mainland China, Coach-operated stores and concession shop-in-shops in Hong Kong, Macau, Singapore, Taiwan, Malaysia, South Korea, the United Kingdom, France, Ireland, Spain, Portugal, Germany and Italy, as well as sales to wholesale customers...

  • Page 83
    .... Notes to Consolidated Financial Statements (Continued) (dollars and shares in thousands, except per share data) North Tmerica Fiscal 2014 Net sales Gross profit Operating income (loss) Income (loss) before provision for income taxes Depreciation and amortization expense Total assets Additions to...

  • Page 84
    ... stores, retail stores and outlet stores in Europe. Coach also operates distribution, product development and quality control locations in the United States, Hong Kong, China, South Korea, Vietnam, Philippines and India. Geographic revenue information is based on the location of our customer...

  • Page 85
    ... in East Asia, and sales from Coach-operated stores and concession shopin-shops in Hong Kong, Macau, mainland China, Singapore, Taiwan, Malaysia, South Korea, Europe and Canada. 17. ETRNINGS PER SHTRE The following is a reconciliation of the weighted-average shares outstanding and calculation of...

  • Page 86
    ... prices, through open market purchases. Under Maryland law, Coach's state of incorporation, treasury shares are not allowed. As a result, all repurchased shares are retired when acquired. The Company may terminate or limit the stock repurchase program at any time. During fiscal 2014, fiscal 2013...

  • Page 87
    ... Qualifying Tccounts For the Fiscal Years Ended June 28, 2014, June 29, 2013 and June 30, 2012 (amounts in thousands) Balance at Beginning of Year Fiscal 2014 Allowance for bad debts Allowance for returns Allowance for markdowns Valuation allowance Total Fiscal 2013 Allowance for bad debts Allowance...

  • Page 88
    ... Financial Data (dollars and shares in thousands, except per share data) (unaudited) First Quarter Fiscal 2014 (1) Net sales Gross profit Net income Net income per common share: Basic Diluted Fiscal 2013 (1) Net sales Gross profit Net income Net income per common share: Basic Diluted Fiscal 2012...

  • Page 89
    ...30, 2013 Limited Liability Company Agreement, dated April 10, 2013, by and between Coach Legacy Yards LLC, an affiliate of Coach, and Podium Fund Tower C SPV LLC, which is incorporated herein by reference from Exhibit 10.3 to Coach's Annual Report on Form 10-K for the fiscal year ended June 29, 2013...

  • Page 90
    ... year ended July 3, 2010 Coach, Inc. 2010 Stock Incentive Plan, which is incorporated by reference from Appendix A to the Registrant's Definitive Proxy Statement for the 2010 Annual Meeting of Stockholders, filed on September 24, 2010 Amendment to Employment Agreement, dated May 7, 2012, between...

  • Page 91
    ...10.3 to Coach's Quarterly Report on Form 10-Q for the fiscal period ended December 28, 2013 Amendment to Employment Agreement, dated June 30, 2014, between Coach and Lew Frankfort, which is incorporated by reference from Exhibit 10.1 to Coach's Current Report on Form 8-K filed on July 2, 2014 Letter...

  • Page 92
    ... Coach Legacy Yards LLC (Delaware) 17. Coach Malaysia SDN. BHD. (Malaysia) 18. Coach Management (Shanghai) Co., Ltd. (China) 19. Coach Manufacturing Limited (Hong Kong) 20. Coach Netherlands B.V. (Netherlands) 21. Coach Services, Inc. (Maryland) 22. Coach Shanghai Limited (China) 23. Coach Singapore...

  • Page 93
    ... financial statement schedule of Coach, Inc. and subsidiaries ("the Company") and the effectiveness of the Company's internal control over financial reporting, appearing in this Annual Report on Form 10-K of Coach, Inc. for the year ended June 28, 2014. /s/ DELOITTE & TOUCHE LLP New York, New York...

  • Page 94
    ... report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: August 15, 2014 By: /s/ Victor Luis Name: Victor Luis Title: Chief Executive Officer...

  • Page 95
    ... financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: August 15, 2014 By: /s/ Jane Nielsen Name: Jane Nielsen Title: Chief Financial Officer...

  • Page 96
    ...Annual Report on Form 10-K of the Company for the fiscal year ended June 28, 2014 (the "Report") fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and (ii) the information contained in the Report fairly presents...

  • Page 97