Coach 2010 Annual Report Download

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended July 2, 2011
OR
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number: 1-16153
Coach, Inc.
(Exact name of registrant as specified in its charter)
Maryland 52-2242751
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
516 West 34th Street, New York, NY 10001
(Address of principal executive offices); (Zip Code)
(212) 594-1850
(Registrant’s telephone number, including area code)
Securities Registered Pursuant to Section 12(b) of the Act:
Title of Each Class: Name of Each Exchange on which Registered
Common Stock, par value $.01 per share New York Stock Exchange
Securities Registered Pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x 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 x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically 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 x 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 x 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 x
The aggregate market value of Coach, Inc. common stock held by non-affiliates as of December 31, 2010 (the last business day of the most recently
completed second fiscal quarter) was approximately $16.2 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 direct or 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.

Table of contents

  • Page 1
    ... FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended July 2, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-16153 Coach, Inc. Maryland (State...

  • Page 2
    On August 5, 2011, the Registrant had 289,023,860 shares of common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Documents Proxy Statement for the 2011 Annual Meeting of Stockholders Form 10-K Reference Part III, Items 10 - 14

  • Page 3
    ... 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 PART III Directors, Executive Officers and Corporate Governance Executive Compensation Security...

  • Page 4
    ... contemplated by these forward-looking statements due to a number of factors, including those discussed in the sections of this Form 10-K filing entitled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations." These factors are not necessarily...

  • Page 5
    ... shop. We utilize a flexible, cost-effective global sourcing model, in which independent manufacturers supply our products, allowing us to bring our broad range of products to market rapidly and efficiently. Coach offers a number of key differentiating elements that set it apart from the competition...

  • Page 6
    ...women's and men's bag, accessories, business cases, footwear, wearables, jewelry, sunwear, travel bags, watches and fragrance. The following table shows the percent of net sales that each product category represented: Fiscal Year Ended July 2, 2011 July 3, 2010 June 27, 2009 Handbags Accessories...

  • Page 7
    ... products, service and marketing strategies. Direct-to-Consumer Segment The Direct-to-Consumer segment consists of channels that provide us with immediate, controlled access to consumers: Coach-operated stores in North America, Japan, Hong Kong, Macau and mainland China, the Internet and the Coach...

  • Page 8
    ... and customer service. The result is a complete statement of the Coach modern American style at the retail level. The following table shows the number of Coach retail stores and their total and average square footage: Fiscal Year Ended July 2, 2011 July 3, 2010 June 27, 2009 Retail stores Net...

  • Page 9
    ... brand represents New American luxury primarily for handbags, accessories and ready-to-wear. We introduced the Reed Krakoff brand with store openings in North America and Japan, and Europe through specialty retailers in early fiscal 2011. Reed Krakoff operates department store shop-in-shop locations...

  • Page 10
    ...openings in these countries anticipated in fiscal 2012. The following table shows the number of international wholesale locations at which Coach products are sold: Fiscal Year Ended July 2, 2011 July 3, 2010 June 27, 2009 International freestanding stores International department store locations...

  • Page 11
    ... product development offices in Hong Kong, China, South Korea, India, Italy and Vietnam that work closely with our independent manufacturers. This broad-based, global manufacturing strategy is designed to optimize the mix of cost, lead times and construction capabilities. Over the last several years...

  • Page 12
    ...independent manufacturing facilities. Coach carefully balances its commitments to a limited number of "better brand" partners with demonstrated integrity, quality and reliable delivery. Our manufacturers are located in many countries, including China, United States, Italy, Hong Kong, India, Thailand...

  • Page 13
    ...product sourcing and international sales operations. COMPETITION The premium handbag and accessories industry is highly competitive. The Company mainly competes with European luxury brands as well as private label retailers, including some of Coach's wholesale customers. Over the last several years...

  • Page 14
    ...our not being the first to market, which could compromise our competitive position. Additionally, our current 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, and we have entered into...

  • Page 15
    ...talented employees. If our international expansion plans are unsuccessful, our financial results could be materially adversely affected. Significant competition in our industry could adversely affect our business. We face intense competition in the product lines and markets in which we operate. Our...

  • Page 16
    ...cost of labor, fuel, travel and transportation, compliance with our Global Business Integrity Program, disruptions or delays in shipments, loss or impairment of key manufacturing sites, inability to engage new independent manufacturers that meet the Company's cost-effective sourcing model, product...

  • Page 17
    ... the U.S. Wholesale and Coach International businesses comprised approximately 13% of total net sales for fiscal 2011. Continued consolidation in the retail industry could further decrease the number of, or concentrate the ownership of, stores that carry our and our licensees' products. Furthermore...

  • Page 18
    ..., Florida New York, New York Carlstadt, New Jersey Tokyo, Japan Dongguan, China Shanghai, China Hong Kong Ho Chi Minh City, Vietnam Hong Kong Hong Kong Beijing, China Seoul, South Korea Long An, Vietnam Chennai, India Luxembourg Distribution and consumer service Corporate, sourcing and product...

  • Page 19
    ... that is wrongful or in violation of implied contracts. Coach believes that the outcome of all pending legal proceedings in the aggregate will not have a material adverse effect on Coach's business or consolidated financial statements. Coach has not entered into any transactions that have been...

  • Page 20
    ... OF EQUITY SECURITIES Market and Dividend Information Coach's common stock is listed on the New York Stock Exchange and is traded under the symbol "COH." The following table sets forth, for the fiscal periods indicated, the high and low prices per share of Coach's common stock as reported on the New...

  • Page 21
    ... total return of the S&P 500 Stock Index and the "peer group" companies listed below over the five-fiscal-year period ending July 1, 2011, the last trading day of Coach's most recent fiscal year. Coach's "peer group," as determined by management, consists of: Ann Taylor Stores Corporation...

  • Page 22
    ... Program The Company's share repurchases during the fourth quarter of fiscal 2011 were as follows: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1) Approximate Dollar Value of Shares...

  • Page 23
    ... Sheet Data: Working capital Total assets Cash, cash equivalents and investments Inventory Long-term debt Stockholders' equity Coach Operated Store Data: (6) North American retail stores North American factory stores Coach Japan locations Coach China locations Total stores open at fiscal year-end...

  • Page 24
    ... dividend to an expected annual rate of $0.90 per share. (6) During fiscal 2009, the Company acquired its domestic retail businesses in Hong Kong, Macau and mainland China from its former distributor, the ImagineX group. Prior to the acquisitions, these locations were operated by the ImagineX group...

  • Page 25
    ...-operated stores in North America, Japan, Hong Kong, Macau and mainland China, the Internet and Coach catalog. The Indirect segment includes sales to wholesale customers and distributors in over 20 countries, including the United States, and royalties earned on licensed product. As Coach's business...

  • Page 26
    ...Coach Japan opened eight net new locations, bringing the total number of locations at the end of fiscal 2011 to 169. In addition, we expanded three locations. Coach China results continued to be strong with double-digit growth in comparable stores and channel profitability. At the end of fiscal 2011...

  • Page 27
    ... of operations for fiscal 2011 compared to fiscal 2010: Fiscal Year Ended July 2, 2011 Amount July 3, 2010 Variance (dollars in millions, except per share data) % of Amount % of Amount net sales net sales % Net sales Gross profit Selling, general and administrative expenses Operating income...

  • Page 28
    ..., store supply costs, wholesale account administration compensation and all Coach Japan and Coach China operating expenses. These expenses are affected by the number of Coach-operated stores in North America, Japan, Hong Kong, Macau and mainland China open during any fiscal period and the related...

  • Page 29
    ...consumer communications, which includes our digital strategy through coach.com, our global e-commerce sites, marketing sites and social networking. The Company utilizes and continues to explore implementing new technologies such as our global web presence, with informational websites in 17 countries...

  • Page 30
    ... fiscal 2010, Coach opened six net new locations and expanded two locations in Japan. The remaining change in net sales is attributable to Coach China, primarily as a result of the full year impact of the acquisitions of our retail businesses in Hong Kong, Macau and mainland China, new stores opened...

  • Page 31
    ..., store supply costs, wholesale account administration compensation and all Coach Japan and Coach China operating expenses. These expenses are affected by the number of Coach-operated stores in North America, Japan, Hong Kong, Macau and mainland China open during any fiscal period and the related...

  • Page 32
    TABLE OF CONTENTS Coach Japan operating expenses was driven primarily by the impact of foreign currency exchange rates which increased reported expenses by approximately $22.0 million. Advertising, marketing, and design costs were $179.4 million, or 5.0% of net sales, in fiscal 2010, compared to $...

  • Page 33
    ... do not represent the Company's direct, ongoing business operations. By providing the non-GAAP measures, as a supplement to GAAP information, we believe we are enhancing investors' understanding of our business and our results of operations. The non-GAAP financial measures are limited in their...

  • Page 34
    ...Company's corporate offices in New York, New Jersey and Jacksonville, the closure of four underperforming retail stores and the closure of Coach Europe Services, the Company's sample-making facility in Italy. Prior to these cost savings measures in fiscal 2009, the Company had no recent past history...

  • Page 35
    ... to the tax settlements, assists investors in evaluating the Company's direct, ongoing business operations. Currency Fluctuation Effects Percentage increases and decreases in sales in fiscal 2011 and fiscal 2010 for Coach Japan have been presented both including and excluding currency fluctuation...

  • Page 36
    .... To provide funding for working capital and general corporate purposes, Coach Japan has available credit facilities with several Japanese financial institutions. These facilities allow a maximum borrowing of 4.1 billion yen, or approximately $50.7 million, at July 2, 2011. Interest is based on...

  • Page 37
    ... inventory for the holiday selling season, opens new retail stores and generates higher levels of trade receivables. In the second fiscal quarter its working capital requirements are reduced substantially as Coach generates consumer sales and collects wholesale accounts receivable. In fiscal 2011...

  • Page 38
    ... management policies prohibit the use of derivatives for trading or speculative purposes. The valuation of financial instruments that are marked-to-market are based upon independent third-party sources. Long-Term Debt Coach is party to an Industrial Revenue Bond related to its Jacksonville, Florida...

  • Page 39
    ...agreements with manufacturers of other consumer products that incorporate the Coach brand. Revenue earned under these contracts is recognized based upon reported sales from the licensee. At July 2, 2011, a 10% change in the allowances for estimated uncollectible accounts, discounts and returns would...

  • Page 40
    ... Coach Japan and Coach Canada. The use of derivative financial instruments is in accordance with Coach's risk management policies. Coach does not enter into derivative transactions for speculative or trading purposes. The following quantitative disclosures are based on quoted market prices obtained...

  • Page 41
    ... and expenses translated into U.S. dollars. Substantially all of Coach's fiscal 2011 non-licensed product needs were purchased from independent manufacturers in countries other than the United States. These countries include China, United States, Italy, Hong Kong, India, Thailand, Vietnam, Macau...

  • Page 42
    ... Executive Officer of the Company, and Michael F. Devine, III, the Chief Financial Officer of the Company, has concluded that the Company's disclosure controls and procedures are effective as of July 2, 2011. Management's Report on Internal Control over Financial Reporting The Company's management...

  • Page 43
    .... DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE The information set forth in the Proxy Statement for the 2011 Annual Meeting of Stockholders is incorporated herein by reference. The Proxy Statement will be filed with the Commission within 120 days after the end of the fiscal year covered by...

  • Page 44
    ... its behalf by the undersigned, thereunto duly authorized. COACH, INC . Date: August 19, 2011 By: /s/ Lew Frankfort Name: Lew Frankfort Title: Chairman and Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following...

  • Page 45
    ... EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K FINANCIAL STATEMENTS For the Fiscal Year Ended July 2, 2011 COACH, INC. New York, New York 10001 INDEX TO FINANCIAL STATEMENTS Page Number Reports of Independent Registered Public Accounting Firm Consolidated Balance Sheets - At July 2, 2011...

  • Page 46
    ... of Coach, Inc. and subsidiaries (the "Company") as of July 2, 2011 and July 3, 2010, and the related consolidated statements of income, stockholders' equity, and cash flows for each of the three years in the period ended July 2, 2011. Our audits also included the financial statement schedule listed...

  • Page 47
    ... in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our...

  • Page 48
    ...OF CONTENTS COACH, INC. CONSOLIDATED BALANCE SHEETS (amounts in thousands, except share data) July 2, 2011 July 3, 2010 ASSETS Current Assets: Cash and cash equivalents Short-term investments Trade accounts receivable, less allowances of $9,544 and $6,965, respectively Inventories Deferred income...

  • Page 49
    TABLE OF CONTENTS COACH, INC. CONSOLIDATED STATEMENTS OF INCOME (amounts in thousands, except per share data) Fiscal Year Ended July 2, 2011 July 3, 2010 June 27, 2009 Net sales Cost of sales Gross profit Selling, general and administrative expenses Operating income Interest income, net Other ...

  • Page 50
    ..., net of tax Comprehensive income 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 declared Balances at July 2, 2011 - 2,969 - - - - 121 - - 1,502,982 - - - - 343...

  • Page 51
    TABLE OF CONTENTS COACH, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (amounts in thousands) Fiscal Year Ended July 2, 2011 July 3, 2010 June 27, 2009 CASH FLOWS FROM OPERATING ACTIVITIES Net income Adjustments to reconcile net income to net cash from operating activities: Depreciation and ...

  • Page 52
    ... and men's bags, accessories, business cases, footwear, wearables, jewelry, sunwear, travel bags, watches and fragrance. Coach's products are sold through the Direct-to-Consumer segment, which includes Company-operated stores in North America, Japan, Hong Kong, Macau and mainland China, the Internet...

  • Page 53
    ...remain open. The Company recorded an impairment charge of $1,500 in fiscal 2009 related to the closure of three underperforming stores. Stock Repurchase and Retirement Coach accounts for stock repurchases and retirements by allocating the repurchase price to common stock, additional paid-in-capital...

  • Page 54
    ... costs, wholesale account administration compensation and all Coach Japan and Coach China operating expenses. Advertising, marketing and design expenses include employee compensation, media space and production, advertising agency fees, new product design costs, public relations, market research...

  • Page 55
    ... INC. Notes to Consolidated Financial Statements (dollars and shares in thousands, except per share data) 2. SIGNIFICANT ACCOUNTING POLICIES - (continued) Share-Based Compensation The Company measures the cost of employee services received in exchange for an award of equity instruments based on the...

  • Page 56
    ... the total compensation cost charged against income for these plans and the related tax benefits recognized in the income statement: Fiscal Year Ended July 2, 2011 July 3, 2010 June 27, 2009 Share-based compensation expense Income tax benefit related to share-based compensation expense $ 95...

  • Page 57
    ... to forfeiture until completion of the vesting period, which ranges from one to five years. The Company issues new shares upon the exercise of stock options, vesting of share units and employee stock purchase. For options granted under Coach's stock option plans prior to July 1, 2003, an active...

  • Page 58
    ... plan, Coach sold 120, 176 and 268 new shares to employees in fiscal 2011, fiscal 2010 and fiscal 2009, respectively. Compensation expense is calculated for the fair value of employees' purchase rights using the Black-Scholes model and the following weighted-average assumptions: Fiscal Year Ended...

  • Page 59
    ...when the achievement of the target (i.e., sales levels), which triggers the related payment, is considered probable. Rent expense for the Company's operating leases consisted of the following: Fiscal Year Ended July 2, 2011 July 3, 2010 June 27, 2009 Minimum rentals Contingent rentals Total rent...

  • Page 60
    ... Financial Statements (dollars and shares in thousands, except per share data) 5. FAIR VALUE MEASUREMENTS - (continued) The following table shows the fair value measurements of the Company's assets and liabilities at July 2, 2011 and July 3, 2010: Level 2 Level 3 July 3, 2010 July 2, 2011...

  • Page 61
    ... Financial Statements (dollars and shares in thousands, except per share data) 5. FAIR VALUE MEASUREMENTS - (continued) As of July 2, 2011 and July 3, 2010, the fair value of the Company's cross-currency swap derivatives were included within accrued liabilities. The Company uses a management model...

  • Page 62
    ... to Consolidated Financial Statements (dollars and shares in thousands, except per share data) 6. DEBT - (continued) To provide funding for working capital and general corporate purposes, Coach Japan has available credit facilities with several Japanese financial institutions. These facilities allow...

  • Page 63
    ... and sales involving international parties are denominated in U.S. dollars, which limits the Company's exposure to foreign currency exchange rate fluctuations. However, the Company is exposed to market risk from foreign currency exchange risk related to Coach Japan's and Coach Canada's U.S. dollar...

  • Page 64
    ... Financial Statements (dollars and shares in thousands, except per share data) 8. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - (continued) The following tables provide information related to the Company's derivatives: Derivatives Designated as Hedging Instruments Balance Sheet Classification...

  • Page 65
    ... Financial Statements (dollars and shares in thousands, except per share data) 9. GOODWILL AND OTHER INTANGIBLE ASSETS The changes in the carrying amount of goodwill for the years ended July 2, 2011 and July 3, 2010 are as follows: Direct-toConsumer Indirect Total Balance at June 27, 2009...

  • Page 66
    ... to Consolidated Financial Statements (dollars and shares in thousands, except per share data) 10. INCOME TAXES - (continued) Current and deferred tax provisions (benefits) were: Fiscal Year Ended July 2, 2011 Current Deferred July 3, 2010 Current Deferred June 27, 2009 Current Deferred Federal...

  • Page 67
    ...Notes to Consolidated Financial Statements (dollars and shares in thousands, except per share data) 10. INCOME TAXES - (continued) A reconciliation of the beginning and ending gross amount of unrecognized tax benefits is as follows: Fiscal 2011 Fiscal 2010 Fiscal 2009 Balance at beginning of fiscal...

  • Page 68
    ... its business in two reportable segments: Direct-to-Consumer and Indirect. The Company's reportable segments represent channels of distribution that offer similar merchandise, service and marketing strategies. Sales of Coach products through Company-operated stores in North America, Japan, Hong Kong...

  • Page 69
    ... in Japan and 66 department store shop-in-shops, retail stores and factory stores in Hong Kong, Macau and mainland China. Coach also operates distribution, product development and quality control locations in the United States, Hong Kong, China, South Korea, Vietnam and India. Geographic revenue...

  • Page 70
    ...prevailing market prices, through open market purchases. Repurchased shares of common stock become authorized but unissued shares and may be issued in the future for general corporate and other purposes. The Company may terminate or limit the stock repurchase program at any time. During fiscal 2011...

  • Page 71
    ... change in accounting principle was limited to income statement classification, with no effect on net income. The following tables detail the retrospective application impact on previously reported amounts: For the Year Ended July 3, 2010 As Previously Reported Effect of Accounting Principle Change...

  • Page 72
    TABLE OF CONTENTS COACH, INC. Notes to Consolidated Financial Statements (dollars and shares in thousands, except per share data) 17. SUPPLEMENTAL BALANCE SHEET INFORMATION The components of certain balance sheet accounts are as follows: July 2, 2011 July 3, 2010 Property and equipment Land and ...

  • Page 73
    ... businesses have been included in the consolidated financial statements since September 1, 2008 and April 1, 2009, respectively, within the Direct-to-Consumer segment. These acquisitions provide the Company with greater control over the brand in Hong Kong, Macau and mainland China, enabling Coach...

  • Page 74
    ... COACH, INC. Schedule II - Valuation and Qualifying Accounts For the Fiscal Years Ended July 2, 2011, July 3, 2010 and June 27, 2009 (amounts in thousands) Balance at Beginning of Year Provision Charged to Costs and Expenses Write-offs/ Allowances Balance at End of Year Taken Fiscal 2011...

  • Page 75
    ... The $9,527 net benefit represents a favorable settlement of a multi-year tax return examination and increased interest income reduced by a charitable contribution to the Coach Foundation. See Fiscal 2011, Fiscal 2009 and Fiscal 2008 Items Affecting Comparability of Our Financial Results within Item...

  • Page 76
    ... Definitive Proxy Statement for the 2005 Annual Meeting of Stockholders, filed on September 28, 2005 Coach, Inc. 2000 Non-Employee Director Stock Plan, which is incorporated by reference from Exhibit 10.13 to Coach's Annual Report on Form 10-K for the fiscal year ended June 28, 2003 Coach, Inc. Non...

  • Page 77
    ...Report on Form 10-K for the fiscal 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 Letter re: change in accounting...

  • Page 78
    ...Hong Kong) 15. Coach Manufacturing Limited (Hong Kong) 16. Coach Italy Services S.r.l. (Italy) 17. Coach Japan LLC (Japan) 18. Coach Korea Limited (Korea) 19. Coach Leatherware India Private Limited (India) 20. Coach France S.A.S. (France) 21. Coach Stores Limited (UK) 22. Coach Spain, S.L. (Spain...

  • Page 79
    ... method of accounting for presentation of interest and penalties for uncertain tax positions) and the effectiveness of the Company's internal control over financial reporting, appearing in this Annual Report on Form 10-K of the Company for the year ended July 2, 2011. /s/ Deloitte & Touche LLP New...

  • Page 80
    ... 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 19, 2011 By: /s/ Lew Frankfort Name: Lew Frankfort Title: Chairman and Chief Executive...

  • Page 81
    ... 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 19, 2011 By: /s/ Michael F. Devine, III Name: Michael F. Devine, III Title: Executive...

  • Page 82
    ...; and (ii) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Date: August 19, 2011 By: /s/ Lew Frankfort Name: Lew Frankfort Title: Chairman and Chief Executive Officer Pursuant to 18 U.S.C. § 1350...

  • Page 83