8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

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FORM 8-K

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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 24, 2014

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LEVI STRAUSS & CO.

(Exact name of registrant as specified in its charter)

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DELAWARE	002-90139	94-0905160
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1155 BATTERY STREET

SAN FRANCISCO, CALIFORNIA 94111

(Address of principal executive offices, including zip code)

(415) 501-6000

(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 (See General Instruction A.2. below):

¨ Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. 13e-4(c))

ITEM 2.05 Costs Associated with Exit or Disposal Activities

On February 5, 2014, at a regular meeting of the Board of Directors of Levi Strauss & Co. (the “Company”), the Board of Directors (the “Board”) endorsed a global initiative designed to streamline operations and fuel long-term profitable growth. The Company expects this initiative to generate annualized cost savings of $175-200 million and will be implemented in phases over the next 12 to 18 months. The Board also delegated authority to an ad hoc committee of the Board (“Ad Hoc Committee”) to approve the terms of the first phase of the global initiative, including the expected timing and implementation thereof. On March 24-25, 2014, the Ad Hoc Committee of the Board approved the terms of the first phase of the global initiative presented by management. On March 26, 2014, the Company announced and began to implement the first phase of the global initiative.

The first phase of the global initiative, as further described below, will deliver approximately $75-100 million in annualized savings before related charges, with restructuring and related charges, namely cash expenditures consisting of severance benefits and consulting fees, of approximately $65 million (pre-income tax effect) to be primarily recorded in the Company’s first fiscal quarter of 2014.

The first phase of the global initiative includes the elimination of approximately 800 positions or approximately 20% of the Company’s global non-retail and non-manufacturing employee population. The Company anticipates the elimination of positions will be substantially completed within the U.S. within the second fiscal quarter of 2014. Final estimates for headcount, timing and charges in certain areas of the international business are subject to completion of applicable local works council and other consultative processes.

The Company expects additional savings in future periods to come from streamlining the Company’s product development, planning and go-to-market strategies, implementing efficiencies across its supply chain and distribution network, adopting lower-cost service-delivery models and continuing to pursue more disciplined procurement practices. Additional restructuring charges will be recorded for these efforts. The Company is unable at this time to make a good faith determination of cost estimates, or ranges of cost estimates, associated with the future phases of the global initiative as set forth in paragraphs (b), (c) and (d) of Item 2.05 of Form 8-K. In accordance with paragraph (d) of Item 2.05, the Company will timely file an amendment to this report after its determination of such estimates or ranges of estimates.

Safe Harbor Statement

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including those regarding the expected nature, timing, number of positions eliminated, annualized cost savings, and charges related to the first phase of the global initiative. All forward-looking statements are based on management’s estimates, projections and assumptions as of the date hereof and include the assumptions that underlie such statements. These statements are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including but not limited to: uncertain global and economic market conditions; the Company’s ability to implement the program as planned; retention of key employees; the possibility that benefits of the program may not materialize as expected; and other risks described in the Company’s SEC filings. These risks are in addition to the other risks cited in the Company’s press releases, public statements and/or filings with the Securities and Exchange Commission, including those identified in the “Risk Factors” sections of the Company’s Forms 10-K and 10-Q. The Company undertakes no obligation to revise or update any forward-looking statements.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press release, dated March 26, 2014, Levi Strauss & Co. Announces Global Initiative to Streamline Operations and Fuel Long-Term Profitable Growth.

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 hereunto duly authorized.

			LEVI STRAUSS & CO.
DATE:	March 26, 2014	By:	/s/ Heidi L. Manes
		Name:	Heidi L. Manes
		Title:	Vice President and Controller

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press release, dated March 26, 2014, Levi Strauss & Co. Announces Global Initiative to Streamline Operations and Fuel Long-Term Profitable Growth.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Investor Contact:	Chris Ogle	Media Contact:	Amber McCasland
	Levi Strauss & Co.		Levi Strauss & Co.
	(800) 438-0349		(415) 501-6803
	Investor-relations@levi.com		amccasland@levi.com

LEVI STRAUSS & CO. ANNOUNCES GLOBAL INITIATIVE TO STREAMLINE OPERATIONS AND FUEL LONG-TERM PROFITABLE GROWTH

Annual cost savings of approximately $175-200 million

SAN FRANCISCO (MARCH 26, 2014) - Levi Strauss & Co. (LS&Co.) today announced a global productivity initiative, which will be executed in phases over the next 12 to 18 months. This initiative, when completed, is expected to generate annualized cost savings in the range of $175-200 million.

The first phase of the program will deliver approximately $75-100 million in annualized savings before restructuring and related charges. Restructuring and related charges of approximately $65 million will primarily be recorded in the first quarter.

In this first phase, LS&Co. expects that it will eliminate approximately 800 positions, or nearly 20 percent of its non-retail and non-manufacturing employee population. The role eliminations reflect a reduction of management layers, an increase in spans of control, the removal of duplicative roles, a regrouping of country clusters and other structural changes. Final plans will vary by country, and final estimates for headcount, timing and charges in certain areas of the business are subject to completion of applicable local works council and other consultative processes.

As the company continues to work through this initiative, it will redesign a number of key processes that should yield further savings and improve agility. Additional charges will be recorded in future periods. Key areas of focus include:

• Streamlining the company’s product development, planning and go-to-market strategies

• Implementing efficiencies across the company's supply chain and distribution network

• Adopting lower-cost service-delivery models

• Continuing to pursue more disciplined procurement practices

“Today’s announcement reinforces our ongoing commitment to improving the structural economics of the business and further strengthening the financial health of the company,” said Chip Bergh, LS&Co. president and chief executive officer. “These changes will make us more competitive-both in our cost structure and in the marketplace-improving our agility and enabling us to focus on innovation, retail productivity, omni-channel capabilities and enhanced consumer experience in stores.”

About Levi Strauss & Co.

Levi Strauss & Co. is one of the world’s largest brand-name apparel companies and a global leader in jeanswear. The company designs and markets jeans, casual wear and related accessories for men, women and children under the Levi’s^®, Dockers^®, Signature by Levi Strauss & Co™ and Denizen^® brands. Its products are sold in more than 110 countries worldwide through a combination of chain retailers, department stores, online sites and a global footprint of approximately 2,800 retail stores and shop-in-shops. Levi Strauss & Co.’s reported fiscal 2013 net revenues were $4.7 billion. For more information, go to http://levistrauss.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can often be identified by words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,” “may,” “will,” “should,” “would,” “could,” “potential,” “continue,” “ongoing,” similar expressions, and variations or negatives of these words. Examples of such forward-looking statements include, but are not limited to, statements regarding the expected nature, timing, number of positions eliminated, annualized cost savings and charges related to the productivity initiative. All forward-looking statements are based on management’s estimates, projections and assumptions as of the date hereof and include the assumptions that underlie such statements. These statements are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including but not limited to: uncertain global and economic market conditions; the Company’s ability to implement the program as planned; retention of key employees; the possibility that benefits of the program may not materialize as expected; and other risks described in the Company’s filings with the Securities and Exchange Commission (SEC). These risks are in addition to the other risks cited in the Company’s press releases, public statements and/or filings with the SEC, including those identified in the “Risk Factors” sections of the Company’s Forms 10-K and 10-Q. The Company undertakes no obligation to revise or update any forward-looking statements.

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