0001104659-23-082220.txt : 20230719 0001104659-23-082220.hdr.sgml : 20230719 20230719091841 ACCESSION NUMBER: 0001104659-23-082220 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230714 FILED AS OF DATE: 20230719 DATE AS OF CHANGE: 20230719 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lucresca SE CENTRAL INDEX KEY: 0001394212 STATE OF INCORPORATION: C4 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35964 FILM NUMBER: 231095800 BUSINESS ADDRESS: STREET 1: ROOSEVELTPLATZ 4-5 STREET 2: TOP 10 CITY: VIENNA STATE: C4 ZIP: A-1090 BUSINESS PHONE: 43 1 98650 105 MAIL ADDRESS: STREET 1: ROOSEVELTPLATZ 4-5 STREET 2: TOP 10 CITY: VIENNA STATE: C4 ZIP: A-1090 FORMER NAME: FORMER CONFORMED NAME: Donata Holding SE DATE OF NAME CHANGE: 20070323 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JAB Holdings B.V. CENTRAL INDEX KEY: 0001579134 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35964 FILM NUMBER: 231095802 BUSINESS ADDRESS: STREET 1: PIET HEINKADE 55 CITY: AMSTERDAM STATE: P7 ZIP: NL 1019 GM BUSINESS PHONE: 31 202 355 000 MAIL ADDRESS: STREET 1: PIET HEINKADE 55 CITY: AMSTERDAM STATE: P7 ZIP: NL 1019 GM REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Agnaten SE CENTRAL INDEX KEY: 0001579044 STATE OF INCORPORATION: C4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35964 FILM NUMBER: 231095801 BUSINESS ADDRESS: STREET 1: ROOSEVELTPLATZ 4-5 STREET 2: TOP 10 CITY: VIENNA STATE: C4 ZIP: A-1090 BUSINESS PHONE: 43-1-98650-100 MAIL ADDRESS: STREET 1: ROOSEVELTPLATZ 4-5 STREET 2: TOP 10 CITY: VIENNA STATE: C4 ZIP: A-1090 FORMER NAME: FORMER CONFORMED NAME: Parentes Holding SE DATE OF NAME CHANGE: 20130611 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COTY INC. CENTRAL INDEX KEY: 0001024305 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 133823358 FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 350 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10118 BUSINESS PHONE: 212-389-7300 MAIL ADDRESS: STREET 1: 350 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10118 FORMER COMPANY: FORMER CONFORMED NAME: COTY INC / DATE OF NAME CHANGE: 19961004 4 1 tm2321570-1_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2023-07-14 0 0001024305 COTY INC. COTY 0001579134 JAB Holdings B.V. PIET HEINKADE 55 AMSTERDAM P7 NL 1019 GM NETHERLANDS 0 0 1 0 0001579044 Agnaten SE 4, RUE JEAN MONNET LUXEMBOURG N4 L-2180 0 0 1 0 0001394212 Lucresca SE 4, RUE JEAN MONNET LUXEMBOURG N4 L-2180 0 0 1 0 0 Class A Common Stock, par value $0.01 per share 453853684 I See footnotes. Cash-Settled Total Return Swap 2023-07-14 4 P 1 40000000 11.3777 A Class A Common Stock 40000000 40000000 D These shares (the "Shares") of Class A Common Stock, par value $0.01 per share, of Coty Inc. (the "Company") are held and beneficially owned by JAB Beauty B.V., a direct or indirect subsidiary of each Reporting Person herein. As such, each Reporting Person herein may be deemed a beneficial owner of Shares held by JAB Beauty B.V. Each such Reporting Person disclaims beneficial ownership of such Shares, except to the extent of its pecuniary interests therein. JAB Holdings B.V. entered into long cash-settled total return equity swaps (each, a "Long Swap") with Banco Santander, S.A., BNP Paribas, Credit Agricole Corporate and Investment Bank and Societe Generale (the "Banks"), providing for the establishment of long exposure with respect to a notional amount of Shares up to 40,000,000 Shares (the "Subject Shares") in the aggregate that provides JAB Holdings B.V. with economic results that are comparable to the economic results of ownership of the Subject Shares. All balances will be exclusively cash settled. The Long Swaps have terms of approximately three years, although JAB Holdings B.V. has the right to terminate and close out the Long Swaps during certain specified earlier periods if it so chooses. The price reported in Column 8 reflects the reference price of the Subject Shares upon the establishment of the Long Swap positions. The Long Swaps (but not the Subject Shares referenced thereby) are owned by JAB Holdings B.V., a direct or indirect subsidiary of each other Reporting Person herein. The Long Swaps do not give JAB Holdings B.V. direct or indirect voting, investment or dispositive control over any securities of the Company or require the Banks to acquire, hold, vote or dispose of any securities of the Company. Each Reporting Person disclaims beneficial ownership of the securities reported herein, including the Subject Shares, except to the extent of its pecuniary interest therein, and this Form 4 shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. /s/ Luuk Hoogeveen, Managing Director of JAB Holdings B.V. 2023-07-18 /s/ Frank Engelen, Managing Director of JAB Holdings B.V. 2023-07-18 /s/ Joachim Creus, Authorized Representative of Agnaten SE 2023-07-18 /s/ Joachim Creus, Authorized Representative of Lucresca SE 2023-07-18