Amended Current Report Filing (8-k/a)
25 April 2015 - 6:31AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K/A
(Amendment
No. 1)
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of
report (Date of earliest event reported): March 18, 2015
Coach,
Inc.
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(Exact
name of registrant as specified in its charter)
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Maryland
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1-16153
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52-2242751
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(State of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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516 West 34th Street, New York, NY 10001
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(Address
of principal executive offices) (Zip Code)
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(212) 594-1850
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(Registrant’s telephone number, including area code)
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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))
Explanatory Note
On March 18, 2015, Coach, Inc. filed with the Securities and Exchange
Commission a Current Report on Form 8-K, dated March 18, 2015 (the “Form
8-K”). The Form 8-K inadvertently included an incorrect date within
the payment schedule for the term loan facility. The purpose of this
Current Report on Form 8-K/A is to correct this date.
Item 1.01 Entry into a Material Definitive Agreement.
On March 18, 2015, Coach, Inc. (the “Company”) announced
that it entered into an Amendment and Restatement Agreement (the “Amendment
and Restatement Agreement”), which amends and restates the Company’s
Credit Agreement, dated as of June 18, 2012 (as amended by Amendment No.
1 dated March 26, 2013, Amendment No. 2 dated November 27, 2013 and
Amendment No. 3 dated September 9, 2014 and as in effect prior to giving
effect to the Amendment and Restatement Agreement, the “Existing
Credit Agreement”), among the Company, as borrower, JPMorgan Chase
Bank, N.A., as administrative agent (the “Administrative Agent”),
and a syndicate of banks and financial institutions (the “Lenders”)
(the “Restated Credit Agreement”).
The Amendment and Restatement Agreement provides for a five-year senior
unsecured term loan facility in an aggregate amount of $300 million, the
full amount of which will be drawn at closing. The term loan facility
will be repaid in quarterly installments as follows: $3.75 million for
September 30, 2015 through June 30, 2018, $7.50 million for September
30, 2018 through June 30, 2019 and $11.25 million for September 30, 2019
through December 31, 2019, and the remaining outstanding amount being
due at maturity. The Amendment and Restatement Agreement also extends
the maturity date of the Company’s existing $700 million revolving
credit facility. The maturity date of the revolving credit facility
under the Existing Credit Agreement was September 9, 2019. Pursuant to
the Amendment and Restatement Agreement, the maturity date of the
revolving credit facility and the term loan facility will be March 18,
2020.
In the ordinary course of their business, the Lenders and certain of
their affiliates have in the past or may in the future engage in
investment and commercial banking or other transactions of a financial
nature with the Company or its affiliates, including the provision of
certain advisory services and the making of loans to the Company and its
affiliates. In particular, certain affiliates of the Lenders are agents
and/or lenders under the Restated Credit Agreement.
This summary does not purport to be complete and is qualified in its
entirety by reference to the Amendment and Restatement Agreement and
other facility documentation which will be filed as exhibits to the
Company’s next quarterly report on Form 10-Q. Interested parties should
read these documents in their entirety.
ITEM 2.03 Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant.
The information contained in Item 1.01 above regarding the Amendment and
Restatement Agreement is hereby incorporated by reference into this
Item 2.03.
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:
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April 24, 2015
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COACH, INC.
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By:
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/s/ Todd Kahn
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Todd Kahn
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Global Corporate Affairs Officer,
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General Counsel and Secretary
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