Coty Inc 8-K, filed Jan 6, 2020
Coty Inc. (COTY)
About this 8-K
Coty Inc filed this 8-K on January 6, 2020.
Items reported
- Item 1.01: Entered into a material agreement
- Item 2.01: Completed an acquisition or sale of assets
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 6, 2020 ( )
(Exact Name of Registrant as Specified in its Charter)
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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:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company.
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Introductory Note:
On January 6, 2020, HFC Prestige Products, Inc., a Connecticut corporation (“Investor”) which is a wholly owned subsidiary of Coty Inc., a Delaware corporation (“Coty”) completed the previously disclosed acquisition contemplated by the Purchase Agreement, dated as of November 18, 2019 (the “Purchase Agreement”), with King Kylie, LLC, a Delaware limited liability company (“King Kylie”) and the other parties listed as signatories to the Purchase Agreement (the “Seller Group Parties”).
Pursuant to the Purchase Agreement, on January 6, 2020, Investor acquired 51% of the equity interests in King Kylie from the applicable Seller Group Parties for a base purchase price of $600,000,000 in cash, subject to certain customary adjustments.
| Item 1.01. | Entry into a Material Definitive Agreement. |
As previously disclosed, Investor and the applicable Seller Group Parties entered into certain ancillary agreements effective as of January 6, 2020, including the First Amended and Restated Limited Liability Company Agreement of King Kylie (the “A&R LLC Agreement”) and the Evergreen Collaboration Agreement. The descriptions of the A&R LLC Agreement and the Evergreen Collaboration Agreement included under Item 1.01 of Coty’s Current Report on Form 8-K filed November 18, 2019 (the “November 18, 2019 Report”), are incorporated by reference herein.
| Item 2.01. | Completion of Acquisition or Disposition of Assets. |
The disclosures under the Introductory Note to this Report and the description of the Purchase Agreement included under Item 1.01 of the November 18, 2019 Report are incorporated by reference herein.
| Item 7.01. | Regulation FD Disclosure. |
A copy of the press release issued by Coty on January 6, 2020 announcing the completion of the acquisition is furnished as Exhibit 99.1 hereto.
Such information (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
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Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| COTY INC. | ||||||
| (Registrant) | ||||||
| Date: January 6, 2020 |
By: |
/s/ Pierre-André Terisse | ||||
| Name: |
Pierre-André Terisse | |||||
| Title: |
Chief Financial Officer | |||||
Exhibit 99.1
Coty and Kylie Jenner Commence Strategic Partnership
January 6, 2020
NEW YORK — Coty Inc. (NYSE:COTY) and Kylie Jenner announced today that they have completed the transaction to create a long-term strategic partnership in order to jointly build and further develop Kylie’s existing beauty business into a global powerhouse brand.
To drive the next steps of growth, including global expansion and entry into new beauty categories, the parties are pleased to announce Christoph Honnefelder will assume the role of CEO of Kylie Cosmetics and Kylie Skin in the near future. Most recently, Christoph drove beauty brand growth as Executive Vice President for Assortment & Purchasing and a member of the Executive Committee at Douglas, a leading European specialty beauty retailer with more than 2200 doors. Prior to Douglas, Christoph spent nine years at German consumer goods and coffee retailer Tchibo in various senior management positions and began his career at The Boston Consulting Group.
“I’m excited to welcome Christoph to the team and look forward to the continued growth of Kylie Cosmetics and Kylie Skin,” said Kylie Jenner.
Pierre Laubies, Coty’s Chief Executive Officer, said, “We are pleased to complete this transaction and partner with Kylie Jenner to build a high-growth, digitally native beauty brand.”
Kylie and her team will continue to lead all creative efforts in terms of product and communications initiatives, building on her unrivalled global reach capabilities through social media. Coty will have overall responsibility for the portfolio’s development, leveraging its global knowledge and capabilities in R&D, manufacturing, distribution, commercial and go-to-market expertise, as well as its deep understanding of the fragrances, cosmetics and skincare categories. The company intends to continue to work with the current strategic partners in existing product categories.
About Coty Inc.
Coty is one of the world’s largest beauty companies with an iconic portfolio of brands across fragrance, color cosmetics, hair color and styling, and skin and body care. Coty is the global leader in fragrance, a strong number two in professional hair color & styling, and number three in color cosmetics. Coty’s products are sold in over 150 countries around the world. Coty and its brands are committed to a range of social causes as well as seeking to minimize its impact on the environment. For additional information about Coty Inc., please visit www.coty.com.
About Kylie Jenner
Kylie Jenner is one of the world’s most-followed people on social media with a combined following of over 270 million users and counting. Featured as the youngest-ever self-made billionaire on the cover of Forbes Self-Made Billionaire issue in August 2018, Kylie is a successful entrepreneur, beauty mogul, fashion designer, author, TV personality and style icon. In November 2015, Kylie launched her cosmetics brand, Kylie Cosmetics, inspired by her love for makeup and passion for business. The debut product, the
Kylie Lip Kit, was a sell-out success and her eCommerce site KylieCosmetics.com is one of the most successful online stores in the world today. Kylie has expanded the collection beyond lip products to include offerings like eyeliners, eyeshadows, blushes, highlighters, concealers, brushes, and makeup bags as well as creating limited edition sets launched throughout the year. Following the success of the cosmetics brand, Kylie introduced Kylie Skin, a range of skincare products in May 2019. Kylie has a fashion brand with her sister, the Kendall + Kylie Collection, as well as her website, KylieJennershop.com, which features merchandise and accessories.
For more information, please contact:
Investor Relations
Olga Levinzon, +1 212 389-7733
olga_levinzon@cotyinc.com
Media – for Coty
| Andra Mielnicki, +33 7 76 14 69 58 | Lisa Kessler, +1 917 348 3373 | |
| Andra_Mielnicki@cotyinc.com | Lisa_Kessler@cotyinc.com |
Media – for Kylie Jenner
Christy Welder, +1 212 995 2147
cwelder@fullpic.com