Tapestry 8-K Report, Material Agreement (Dec 11, 2024)

On December 11, 2024, Tapestry, Inc. (NYSE: TPR) issued $750,000,000^a aggregate principal amount of 5.100% senior unsecured notes due 2030 and $750,000,000 aggregate principal amount of 5.500% senior unsecured notes due 2035, totaling $1.5 billion.

The notes were issued under a Base Indenture and a First Supplemental Indenture, each dated December 11, 2024, with U.S. Bank Trust Company, National Association, as trustee. Interest on both series is payable semi-annually on March 11 and September 11, beginning September 11, 2025. The offering was made under a Form S-3 shelf registration statement (File No. 333-276823) that became effective upon filing on February 1, 2024.

The Indenture limits the company's ability to create certain liens, enter into certain sale and leaseback transactions, and merge or consolidate, or transfer, sell or lease all or substantially all of its assets, subject to stated limitations and exceptions. Per the accompanying press release, the company intends to use the net proceeds, together with cash on hand, to repay outstanding loans under its term loan credit agreement and borrowings under its revolving credit facility. Those borrowings were used to fund share repurchases under the company's accelerated share repurchase agreements, with any remainder going to general corporate purposes.

BofA Securities, Morgan Stanley, and J.P. Morgan acted as joint lead book-running managers.

For investors, the filing shows a refinancing of bank debt used for share repurchases into longer-dated fixed-rate senior unsecured notes. The filing does not state the net proceeds amount or the amounts of the repaid loans and borrowings.