8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 29, 2014

MICHAEL KORS HOLDINGS LIMITED

(Exact name of Registrant as Specified in its Charter)

	001-35368
	(Commission File Number)
British Virgin Islands		N/A
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

33 Kingsway

London, United Kingdom

WC2B 6UF

(Address of Principal Executive Offices)

44 79 6437 8613

(Registrant’s telephone number, including area code)

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))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On November 4, 2014, Michael Kors Holdings Limited (the “Company” or “Michael Kors”) issued a press release containing its unaudited financial results for its second fiscal quarter ended September 27, 2014. A copy of the press release is attached hereto as Exhibit 99.1.

ITEM 8.01 OTHER EVENTS.

On October 29, 2014, the Board of Directors of Michael Kors, a British Virgin Islands corporation, approved a proposal to move the Company’s principal executive office from Hong Kong to the United Kingdom and to become a U.K. tax resident. The Company will remain incorporated in the British Virgin Islands.

The Company has achieved tremendous international growth over the past several years. The Company believes that moving its principal executive office to the U.K. will better position Michael Kors to expand in Europe and internationally and to compete more effectively with other international luxury brands.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Exhibit No.
99.1	Press release issued by Michael Kors Holdings Limited, dated November 4, 2014.

The attached Exhibit is furnished to comply with Item 2.02 and Item 9.01 of Form 8-K. The attached Exhibit is not to be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall the attached Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933 (except as shall be expressly set forth by specific reference in such filing).

SIGNATURES

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, thereunto duly authorized.

	MICHAEL KORS HOLDINGS LIMITED
Date: November 4, 2014	By:	/s/ Joseph B. Parsons
	Name:	Joseph B. Parsons
	Title:	Executive Vice President, Chief Financial Officer, Chief Operating Officer & Treasurer

EX-99.1

Exhibit 99.1

MICHAEL KORS

Michael Kors Holdings Limited Announces Second Quarter Fiscal 2015 Results

Second Quarter Total Revenue Increased 42.7%; Comparable Store Sales Increased 16.4%

Second Quarter Reported Diluted EPS Increased 40.8% to $1.00

Company Announces $1 Billion Share Repurchase Program

London — November 4, 2014 — Michael Kors Holdings Limited (NYSE:KORS) (the “Company”), a global luxury lifestyle brand, today announced its financial results for the second quarter ended September 27, 2014.

For the second quarter ended September 27, 2014:

• Total revenue increased 42.7% to $1.1 billion from $740.3 million in the second quarter of fiscal 2014.

• Retail net sales increased 39.4% to $495.6 million driven by 121 net new store openings since the end of the second quarter of fiscal 2014 and a 16.4% increase in comparable store sales. Wholesale net sales increased 46.1% to $514.1 million and licensing revenue increased 42.8% to $46.9 million.

• Revenue in North America increased 29.8% to $802.2 million, with a 10.8% increase in comparable store sales. European revenue grew 108.6% to $237.9 million, with comparable store sales increasing 41.1%. Revenue in Japan increased 106.3% to $16.5 million, with comparable store sales growth of 52.9%.

• Gross profit increased 43.4% to $645.0 million, and as a percentage of total revenue increased to 61.0% compared to 60.8% in the second quarter of fiscal 2014.

• Income from operations was $305.6 million, or 28.9% as a percentage of total revenue, as compared to $221.5 million, or 29.9% as a percentage of total revenue, for the second quarter of fiscal 2014.

• Net income was $207.0 million, or $1.00 per diluted share, based on 207.4 million weighted average diluted shares outstanding. Net income for the second quarter of fiscal 2014 was $145.8 million, or $0.71 per diluted share, based on 205.2 million weighted average diluted shares outstanding.

• At September 27, 2014, the Company operated 473 retail stores, including concessions, compared to 352 retail stores, including concessions, at the end of the same prior-year period. The Company had 176 additional retail stores, including concessions, operated through licensing partners. Including licensed locations, there were 649 Michael Kors stores worldwide at the end of the second quarter of fiscal 2015.

John D. Idol, the Company’s Chairman and Chief Executive Officer, said, “Our strong second quarter results reflect our fashion leadership, aspirational product offering and jet-set luxury image that continue to resonate with customers globally. Once again, we delivered exceptional performance with both revenue and earnings per share growth in excess of 40%. This ongoing momentum reflects strength across our operating segments and geographies as we continue to expand our presence globally.”

For the first six months ended September 27, 2014:

• Total revenue for the first six months increased 43.1% to $2.0 billion from $1.4 billion in the same period of fiscal 2014.

MICHAEL KORS

• Retail net sales increased 43.2% to $975.8 million. Comparable store sales increased 20.2%. Wholesale net sales increased 43.3% to $920.9 million and licensing revenue increased 37.6% to $79.1 million.

• Gross profit for the first six months increased 43.6% to $1.2 billion, and as a percentage of total revenue increased to 61.6% as compared to 61.3% in the same period of fiscal 2014.

• Income from operations for the first six months was $582.3 million and as a percentage of total revenue was 29.5%. For the same period of fiscal 2014, income from operations was $419.0 million, or 30.3% as a percentage of total revenue.

• Net income for the first six months was $394.7 million, or $1.90 per diluted share, based on 207.3 million weighted average diluted shares outstanding. Net income for the same period of fiscal 2014 was $270.8 million, or $1.32 per diluted share, based on 205.5 million weighted average diluted shares outstanding.

South Korea Licensed Business

The Company also announced that it will take direct control of the Michael Kors business in South Korea from its current partner, Simone FC, by the early part of calendar 2016. The current distribution in this region includes 37 locations. The Company will focus on building the infrastructure and developing its expansion strategy for South Korea in order to position this business for long term growth.

Share Repurchase Program

The Company’s Board of Directors has authorized a $1 billion share repurchase program. Share repurchases may be made in open market or privately negotiated transactions over a two year period, subject to market conditions, applicable legal requirements, trading restrictions under the Company’s insider trading policy, and other relevant factors. The program may be suspended or discontinued at any time.

Joseph B. Parsons, Executive Vice President, Chief Financial Officer, Chief Operating Officer and Treasurer, stated, “We are pleased to initiate a share repurchase program, which reflects the Board and management’s confidence in our ability to achieve our long term growth objectives and generate strong free cash flow. This repurchase program underscores our commitment to returning value to shareholders, while maintaining the financial flexibility to strategically invest in our business.”

Outlook

For the third quarter of fiscal 2015, the Company expects total revenue to be in the range of $1.27 billion to $1.30 billion. This assumes a low double digit comparable store sales increase. Diluted earnings per share are expected to be in the range of $1.31 to $1.34 for the third quarter of fiscal 2015. This assumes 208.3 million weighted average diluted shares outstanding and a tax rate of approximately 32.5%.

For fiscal 2015, the Company now expects total revenue to be in the range of $4.3 billion to $4.4 billion. This assumes a comparable store sales increase in the mid teens. Diluted earnings per share are now expected to be in the range of $4.13 to $4.18 for fiscal 2015. This assumes 208.0 million weighted average diluted shares outstanding and a tax rate of approximately 32.2%.

MICHAEL KORS

Conference Call Information

A conference call to discuss second quarter results is scheduled for today, November 4, 2014 at 8:00 a.m. ET. A replay of the call will be available today at 11:00 a.m. ET; to access the replay, dial 1-877-870-5176 for domestic callers or dial 1-858 384-5517 for international callers and enter access code 6121193. The conference call will also be webcast live in the investor relations section of www.michaelkors.com. The webcast will be accessible on the website for approximately 90 days after the call.

About Michael Kors

Michael Kors is a world-renowned, award-winning designer of luxury accessories and ready to wear. His namesake company, established in 1981, currently produces a range of products through his Michael Kors and MICHAEL Michael Kors labels, including accessories, footwear, watches, jewelry, men’s and women’s ready to wear, and a full line of fragrance products. Michael Kors stores are operated, either directly or through licensing partners, in some of the most prestigious cities in the world, including New York, Beverly Hills, Chicago, London, Milan, Paris, Munich, Istanbul, Dubai, Seoul, Tokyo and Hong Kong.

Forward Looking Statements

This press release contains forward-looking statements. You should not place undue reliance on such statements because they are subject to numerous uncertainties and factors relating to the Company’s operations and business environment, all of which are difficult to predict and many of which are beyond the Company’s control. Forward-looking statements include information concerning the Company’s possible or assumed future results of operations, including descriptions of its business strategy. These statements often include words such as “may,” “will,” “should,” “believe,” “expect,” “seek,” “anticipate,” “intend,” “plan,” “estimate” or similar expressions. The forward-looking statements contained in this press release are based on assumptions that the Company has made in light of management’s experience in the industry as well as its perceptions of historical trends, current conditions, expected future developments and other factors that it believes are appropriate under the circumstances. You should understand that these statements are not guarantees of performance or results. They involve known and unknown risks, uncertainties and assumptions. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect its actual financial results or results of operations and could cause actual results to differ materially from those in these forward-looking statements. These factors are more fully discussed in the “Risk Factors” section and elsewhere in the Company’s Annual Report on Form 10-K for the fiscal year ended March 29, 2014 (File No. 001-35368), filed on May 28, 2014 with the U.S. Securities and Exchange Commission.

CONTACTS:

Investor Relations:

Michael Kors Holdings Limited

Krystyna Lack - VP, Treasurer

201-691-6133

InvestorRelations@MichaelKors.com

Or

ICR, Inc.

Jean Fontana

203-682-1214

jean.fontana@icrinc.com

Media:

ICR, Inc.

Alecia Pulman

646-277-1231

KorsPR@icrinc.com

MICHAEL KORS

SCHEDULE 1

MICHAEL KORS HOLDINGS LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(In thousands, except share and per share data)

(Unaudited)

	Three Months Ended						Six Months Ended
	September 27,			September 28,			September 27,			September 28,
	2014			2013			2014			2013
Net sales	$	1,009,669		$	707,444		$	1,896,706		$	1,323,692
Licensing revenue		46,936			32,859			79,053			57,470
Total revenue		1,056,605			740,303			1,975,759			1,381,162
Cost of goods sold		411,578			290,428			759,099			534,016
Gross profit		645,027			449,875			1,216,660			847,146
Total operating expenses		339,469			228,415			634,331			428,124
Income from operations		305,558			221,460			582,329			419,022
Other income		(2,051	)		—			(1,546	)		—
Interest expense, net		72			130			31			300
Foreign currency loss		3,440			18			3,745			276
Income before provision for income taxes		304,097			221,312			580,099			418,446
Provision for income taxes		97,107			75,504			185,393			147,642
Net income	$	206,990		$	145,808		$	394,706		$	270,804
Weighted average ordinary shares outstanding:
Basic		204,464,952			202,560,870			204,107,262			202,686,313
Diluted		207,432,250			205,154,692			207,304,247			205,547,191
Net income per ordinary share:
Basic	$	1.01		$	0.72		$	1.93		$	1.34
Diluted	$	1.00		$	0.71		$	1.90		$	1.32
Statements of Comprehensive Income:
Net income	$	206,990		$	145,808		$	394,706		$	270,804
Foreign currency translation adjustments		(27,671	)		6,331			(24,604	)		4,973
Net realized and unrealized gains (losses) on derivatives		9,094			(2,592	)		10,558			(3,213	)
Comprehensive income	$	188,413		$	149,547		$	380,660		$	272,564

MICHAEL KORS

SCHEDULE 2

MICHAEL KORS HOLDINGS LIMITED AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(Unaudited)

	September 27, 2014			March 29, 2014			September 28, 2013
Assets
Current assets
Cash and cash equivalents	$	1,012,393		$	955,145		$	618,841
Receivables, net		346,822			314,055			228,850
Inventories		619,296			426,938			404,194
Deferred tax assets		29,204			30,539			9,381
Prepaid expenses and other current assets		125,658			50,492			84,675
Total current assets		2,133,373			1,777,169			1,345,941
Property and equipment, net		453,836			350,678			284,580
Intangible assets, net		53,278			48,034			36,316
Goodwill		14,005			14,005			14,005
Deferred tax assets		6,423			3,662			7,777
Other assets		28,515			23,425			19,155
Total assets	$	2,689,430		$	2,216,973		$	1,707,774
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable	$	179,079		$	131,953			119,420
Accrued payroll and payroll related expenses		46,733			54,703			36,746
Accrued income taxes		19,361			47,385			7,588
Accrued expenses and other current liabilities		80,692			74,329			54,444
Total current liabilities		325,865			308,370			218,198
Deferred rent		93,434			76,785			69,976
Deferred tax liabilities		3,905			5,887			19,010
Other long-term liabilities		21,097			19,800			14,293
Total liabilities		444,301			410,842			321,477
Commitments and contingencies
Shareholders’ equity
Ordinary shares, no par value; 650,000,000 shares authorized, and 205,797,551 shares issued and outstanding at September 27, 2014, 204,291,345 shares issued and outstanding at March 29, 2014, and 203,846,931 shares issued and outstanding at September 28, 2013		—			—			—
Treasury shares, at cost (40,787 shares at September 27, 2014, and 29,765 at March 29, 2014)		(3,484	)		(2,447	)		—
Additional paid-in capital		586,588			527,213			490,941
Accumulated other comprehensive loss		(20,419	)		(6,373	)		(1,701	)
Retained earnings		1,682,444			1,287,738			897,057
Total shareholders’ equity		2,245,129			1,806,131			1,386,297
Total liabilities and shareholders’ equity	$	2,689,430		$	2,216,973		$	1,707,774

MICHAEL KORS

SCHEDULE 3

MICHAEL KORS HOLDINGS LIMITED AND SUBSIDIARIES

CONSOLIDATED SEGMENT DATA

(Dollars in thousands)

(Unaudited)

	Three Months Ended						Six Months Ended
	September 27, 2014			September 28, 2013			September 27, 2014			September 28, 2013
Revenue by Segment and Region:
Retail net sales:  North America	$	370,999		$	294,368		$	744,558		$	569,738
Europe		108,125			53,228			200,040			95,704
Japan		16,455			7,977			31,223			15,803
Total Retail Net Sales		495,579			355,573			975,821			681,245
Wholesale net sales: North America		400,678			291,050			727,721			542,623
Europe		113,412			60,821			193,164			99,824
Total Wholesale Net Sales		514,090			351,871			920,885			642,447
Licensing revenue:  North America		30,549			32,859			48,836			57,470
Europe		16,387			—			30,217			—
Total Licensing Revenue		46,936			32,859			79,053			57,470
Total Revenue	$	1,056,605		$	740,303		$	1,975,759		$	1,381,162
Income from Operations:
Retail	$	127,334		$	103,133		$	270,023		$	206,247
Wholesale		156,672			98,531			274,324			179,577
Licensing		21,552			19,796			37,982			33,198
Total Income from Operations	$	305,558		$	221,460		$	582,329		$	419,022
Operating Margin:
Retail		25.7	%		29.0	%		27.7	%		30.3	%
Wholesale		30.5	%		28.0	%		29.8	%		28.0	%
Licensing		45.9	%		60.2	%		48.0	%		57.8	%
Total Operating Margin		28.9	%		29.9	%		29.5	%		30.3	%
	As of
	September 27, 2014						September 28, 2013
	Store Count			Square Footage			Store Count			Square Footage
Store Count and Square Footage by Region:
North America		320			872,282			264			670,444
Europe		111			251,884			57			115,118
Japan		42			51,980			31			38,865
Total		473			1,176,146			352			824,427