Michael Kors Holdings Limited Announces Proposed Senior Notes Offering
October 05 2017 - 9:04AM
Business Wire
Michael Kors Holdings Limited (NYSE:KORS) (the “Company”) today
announced that Michael Kors (USA), Inc., a wholly owned subsidiary
of the Company (the “Issuer”), intends to commence an offering of
senior notes (the “Notes”). The Notes will be issued to finance, in
part, the Company’s pending acquisition of Jimmy Choo PLC, a public
company organized under the laws of England and Wales, and its
subsidiaries (collectively, “Jimmy Choo”) (the “Acquisition”) and
certain related refinancing transactions. The proceeds of the Notes
will be held in escrow until immediately prior to the consummation
of the Acquisition.
The Notes will be senior unsecured notes and will be guaranteed
by the Company and the Company’s existing and future subsidiaries
that guarantee or are borrowers under the Company’s new
$2.0 billion senior unsecured credit facilities (the “New
Credit Facilities”) (subject to certain exceptions, including for
subsidiaries organized in China), including, following (and
conditional upon) the closing of the Acquisition, Jimmy Choo and
all of its existing and future subsidiaries who are guarantors or
borrowers under the New Credit Facilities (subject to certain
exceptions, including for subsidiaries organized in China).
The Notes will be offered only to persons reasonably believed to
be qualified institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as amended (the “Securities Act”), and to
persons outside of the United States in compliance with Regulation
S under the Securities Act. The issuance and sale of the Notes have
not been registered under the Securities Act, and the Notes may not
be offered or sold in the United States absent registration or an
applicable exemption from registration requirements.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the securities referred to herein,
nor shall there be any offer, solicitation or sale of any
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful.
Cautionary Note Regarding Forward-Looking Statements
This Press Release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
and other securities laws. The forward-looking statements involve
risks and uncertainties. Actual results may differ materially from
expectations discussed in such forward-looking statements. Although
the Company believes that its forward-looking statements are based
on reasonable assumptions, expected results may not be achieved,
and actual results may differ materially from its expectations.
The Company’s forward-looking statements should not be relied
upon except as statements of the Company’s present intentions and
of the Company’s present expectations, which may or may not occur.
Cautionary statements should be read as being applicable to all
forward-looking statements wherever they appear. Except as required
by law, the Company undertakes no obligation to release publicly
the result of any revision to these forward-looking statements that
may be made to reflect events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events.
Readers are also urged to carefully review and consider the various
disclosures the Company has made in this Current Report, as well as
the Company’s other filings with the Securities and Exchange
Commission (the “SEC”). In particular, see the Company’s Annual
Report on Form 10-K, filed with the SEC on May 31, 2017, and
Quarterly Report on Form 10-Q, filed with the SEC on August 9,
2017, copies of which are available upon request from the Company.
The Company does not assume any obligation to update the forward
looking information contained in this Current Report.
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version on businesswire.com: http://www.businesswire.com/news/home/20171005005720/en/
Investor Relations:Michael Kors Holdings LimitedChristina
Coronios, 201-691-6133InvestorRelations@MichaelKors.comorICR,
Inc.Jean Fontana, 203-682-8200jean.fontana@icrinc.comorMedia:ICR,
Inc.Alecia Pulman, 646-277-1231KorsPR@icrinc.com
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