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☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

or

☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

CAPRI HOLDINGS LTD

British Virgin Islands			N/A
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class			Trading Symbol(s)			Name of Each Exchange on which Registered
Ordinary Shares, no par value			CPRI			New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☒

Yes

☐

No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

☒

Yes

☐

No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

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.

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

☐

Yes

☒

No

 

						Page No.
			PART I FINANCIAL INFORMATION
Item 1.			Financial Statements			3
			Consolidated Balance Sheets (unaudited) as of July 2, 2022 and April 2, 2022			3
			Consolidated Statements of Operations and Comprehensive Income (unaudited) for the three months ended July 2, 2022 and June 26, 2021			4
			Consolidated Statements of Shareholders’ Equity (unaudited) for the three months ended July 2, 2022 and June 26, 2021			5
			Consolidated Statements of Cash Flows (unaudited) for the three months ended July 2, 2022 and June 26, 2021			6
			Notes to Consolidated Financial Statements (unaudited)			7
Item 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations			27
Item 3.			Quantitative and Qualitative Disclosures About Market Risk			41
Item 4.			Controls and Procedures			43
			PART II OTHER INFORMATION
Item 1.			Legal Proceedings			44
Item 1A.			Risk Factors			44
Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds			44
Item 6.			Exhibits			44
Signatures						45

(Unaudited)

			July 2, 2022						April 2, 2022
Assets
Current assets
Cash and cash equivalents			$	221					$	169
Receivables, net			394						434
Inventories, net			1,265						1,096
Prepaid expenses and other current assets			201						192
Total current assets			2,081						1,891
Property and equipment, net			466						476
Operating lease right-of-use assets			1,388						1,358
Intangible assets, net			1,739						1,847
Goodwill			1,336						1,418
Deferred tax assets			231						240
Other assets			369						250
Total assets			$	7,610					$	7,480
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable			$	540					$	555
Accrued payroll and payroll related expenses			123						165
Accrued income taxes			136						52
Short-term operating lease liabilities			399						414
Short-term debt			37						29
Accrued expenses and other current liabilities			379						351
Total current liabilities			1,614						1,566
Long-term operating lease liabilities			1,465						1,467
Deferred tax liabilities			476						432
Long-term debt			1,382						1,131
Other long-term liabilities			295						326
Total liabilities			5,232						4,922
Commitments and contingencies
Shareholders’ equity
Ordinary shares, no par value; 650,000,000 shares authorized; 223,503,792 shares issued and 137,956,977 outstanding at July 2, 2022; 221,967,599 shares issued and 142,806,269 outstanding at April 2, 2022			—						—
Treasury shares, at cost (85,546,815 shares at July 2, 2022 and 79,161,330 shares at April 2, 2022)			(4,299)						(3,987)
Additional paid-in capital			1,294						1,260
Accumulated other comprehensive income			89						194
Retained earnings			5,293						5,092
Total shareholders’ equity of Capri			2,377						2,559
Noncontrolling interest			1						(1)
Total shareholders’ equity			2,378						2,558
Total liabilities and shareholders’ equity			$	7,610					$	7,480

			Three Months Ended
			July 2, 2022						June 26, 2021
Total revenue			$	1,360					$	1,253
Cost of goods sold			459						397
Gross profit			901						856
Selling, general and administrative expenses			622						545
Depreciation and amortization			45						50
Restructuring and other charges			3						3
Total operating expenses			670						598
Income from operations			231						258
Interest (income) expense, net			(4)						1
Foreign currency loss			4						1
Income before income taxes			231						256
Provision for income taxes			28						37
Net income			203						219
Less: Net income attributable to noncontrolling interest			2						—
Net income attributable to Capri			$	201					$	219
Weighted average ordinary shares outstanding:
Basic			141,913,586						151,312,103
Diluted			143,733,984						154,890,483
Net income per ordinary share attributable to Capri:
Basic			$	1.42					$	1.45
Diluted			$	1.40					$	1.41
Statements of Comprehensive Income:
Net income			$	203					$	219
Foreign currency translation adjustments			(107)						90
Net gain on derivatives			2						—
Comprehensive income			98						309
Less: Net income attributable to noncontrolling interest			2						—
Less: Foreign currency translation adjustments attributable to noncontrolling interest			—						(1)
Comprehensive income attributable to Capri			$	96					$	310

			Ordinary Shares												Additional Paid-in Capital						Treasury Shares												Accumulated Other Comprehensive Income						Retained Earnings						Total Equity of Capri						Non-controlling Interest						Total Equity
			Shares						Amounts												Shares						Amounts
Balance at April 2, 2022			221,967						$	—					$	1,260					(79,161)						$	(3,987)					$	194					$	5,092					$	2,559					$	(1)					$	2,558
Net income			—						—						—						—						—						—						201						201						2						203
Other comprehensive loss			—						—						—						—						—						(105)						—						(105)						—						(105)
Total comprehensive income			—						—						—						—						—						—						—						96						2						98
Vesting of restricted awards, net of forfeitures			1,420						—						—						—						—						—						—						—						—						—
Exercise of employee share options			117						—						6						—						—						—						—						6						—						6
Share based compensation expense			—						—						28						—						—						—						—						28						—						28
Repurchase of ordinary shares			—						—						—						(6,386)						(312)						—						—						(312)						—						(312)
Balance at July 2, 2022			223,504						$	—					$	1,294					(85,547)						$	(4,299)					$	89					$	5,293					$	2,377					$	1					$	2,378

			Ordinary Shares												Additional Paid-in Capital						Treasury Shares												Accumulated Other Comprehensive Income						Retained Earnings						Total Equity of Capri						Non-controlling Interest						Total Equity
			Shares						Amounts												Shares						Amounts
Balance at March 27, 2021			219,223						$	—					$	1,158					(67,943)						$	(3,326)					$	56					$	4,270					$	2,158					$	(1)					$	2,157
Net income			—						—						—						—						—						—						219						219						—						219
Other comprehensive income (loss)			—						—						—						—						—						91												91						(1)						90
Total comprehensive income (loss)			—						—						—						—						—						—						—						310						(1)						309
Vesting of restricted awards, net of forfeitures			1,591						—						—						—						—						—						—						—						—						—
Exercise of employee share options			160						—						7						—						—						—						—						7						—						7
Share based compensation expense			—						—						36						—						—						—						—						36						—						36
Repurchase of ordinary shares			—						—						—						(1,088)						(59)						—						—						(59)						—						(59)
Balance at June 26, 2021			220,974						$	—					$	1,201					(69,031)						$	(3,385)					$	147					$	4,489					$	2,452					$	(2)					$	2,450

See accompanying notes to consolidated financial statements.

			Three Months Ended
			July 2, 2022						June 26, 2021
Cash flows from operating activities
Net income			$	203					$	219
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			45						50
Share based compensation expense			28						36
Deferred income taxes			1						22
Changes to lease related balances, net			(33)						(36)
Foreign currency loss (gain)			1						(12)
Other non-cash adjustments			1						(3)
Change in assets and liabilities:
Receivables, net			26						(7)
Inventories, net			(209)						(17)
Prepaid expenses and other current assets			(13)						(9)
Accounts payable			6						(40)
Accrued expenses and other current liabilities			87						(6)
Other long-term assets and liabilities			(6)						7
Net cash provided by operating activities			137						204
Cash flows from investing activities
Capital expenditures			(36)						(23)
Settlement of net investment hedges			66						—
Net cash provided by (used in) investing activities			30						(23)
Cash flows from financing activities
Debt borrowings			1,350						59
Debt repayments			(1,090)						(70)
Debt issuance costs			(4)						—
Repurchase of ordinary shares			(312)						(59)
Exercise of employee share options			6						7
Other financing activities			—						8
Net cash used in financing activities			(50)						(55)
Effect of exchange rate changes on cash, cash equivalents and restricted cash			(65)						(2)
Net increase in cash, cash equivalents and restricted cash			52						124
Beginning of period			172						234
End of period			$	224					$	358
Supplemental disclosures of cash flow information
Cash paid for interest			$	18					$	17
Net cash (received) paid for income taxes			$	(72)					$	28
Supplemental disclosure of non-cash investing and financing activities
Accrued capital expenditures			$	43					$	14

Capri Holdings Limited (“Capri”, and together with its subsidiaries, the “Company”) was incorporated in the British Virgin Islands on December 13, 2002. The Company is a holding company that owns brands that are leading designers, marketers, distributors and retailers of branded women’s and men’s accessories, footwear and ready-to-wear bearing the Versace, Jimmy Choo and Michael Kors tradenames and related trademarks and logos. The Company operates in three reportable segments: Versace, Jimmy Choo and Michael Kors. See Note 16 for additional information.

The interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and include the accounts of the Company and its wholly-owned or controlled subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The interim consolidated financial statements as of July 2, 2022 and for the three months ended July 2, 2022 and June 26, 2021 are unaudited. The Company consolidates the results of its Versace business on a one-month lag, as consistent with prior periods. In addition, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The interim consolidated financial statements reflect all normal and recurring adjustments, which are, in the opinion of management, necessary for a fair presentation in conformity with U.S. GAAP. The interim consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto for the year ended April 2, 2022, as filed with the Securities and Exchange Commission on June 1, 2022, in the Company’s Annual Report on Form 10-K. The results of operations for the interim periods should not be considered indicative of results to be expected for the full fiscal year.

The preparation of financial statements in accordance with U.S. GAAP requires management to use judgment and make estimates that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The level of uncertainty in estimates and assumptions increases with the length of time until the underlying transactions are completed. The most significant assumptions and estimates involved in preparing the financial statements include allowances for customer deductions, sales returns, sales discounts, credit losses, estimates of inventory net realizable value, the valuation of share-based compensation, the valuation of deferred taxes, goodwill, intangible assets, operating lease right-of-use assets and property and equipment, along with the estimated useful lives assigned to these assets. Actual results could differ from those estimates.

The Company experiences certain effects of seasonality with respect to its business. The Company generally experiences greater sales during its third fiscal quarter, primarily driven by holiday season sales, and the lowest sales during its first fiscal quarter.

All highly liquid investments with original maturities of three months or less are considered to be cash equivalents. Included in the Company’s cash and cash equivalents as of July 2, 2022 and April 2, 2022 are credit card receivables of $28 million and $18 million, respectively, which generally settle within two to three business days.

A reconciliation of cash, cash equivalents and restricted cash as of July 2, 2022 and April 2, 2022 from the consolidated balance sheets to the consolidated statements of cash flows is as follows (in millions):

			July 2, 2022						April 2, 2022
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents			$	221					$	169
Restricted cash included within prepaid expenses and other current assets			3						3
Total cash, cash equivalents and restricted cash shown on the consolidated statements of cash flows			$	224					$	172

Inventories primarily consist of finished goods with the exception of raw materials and work in process inventory. The combined total of raw materials and work in process inventory, net, recorded on the Company’s consolidated balance sheets was $33 million and $31 million as of July 2, 2022 and April 2, 2022, respectively.

Forward Foreign Currency Exchange Contracts

The Company uses forward foreign currency exchange contracts to manage its exposure to fluctuations in foreign currency for certain transactions. The Company, in its normal course of business, enters into transactions with foreign suppliers and seeks to minimize risks related to these transactions. The Company employs these contracts to hedge the Company’s cash flows, as they relate to foreign currency transactions. Certain of these contracts are designated as hedges for accounting purposes, while others remain undesignated. All of the Company’s derivative instruments are recorded in the Company’s consolidated balance sheets at fair value on a gross basis, regardless of their hedge designation.

The Company designates certain contracts related to the purchase of inventory that qualify for hedge accounting as cash flow hedges. Formal hedge documentation is prepared for all derivative instruments designated as hedges, including a description of the hedged item and the hedging instrument and the risk being hedged. The changes in the fair value for contracts designated as cash flow hedges is recorded in equity as a component of accumulated other comprehensive income until the hedged item affects earnings. When the inventory related to forecasted inventory purchases that are being hedged is sold to a third party, the gains or losses deferred in accumulated other comprehensive income are recognized within cost of goods sold. The Company uses regression analysis to assess effectiveness of derivative instruments that are designated as hedges, which compares the change in the fair value of the derivative instrument to the change in the related hedged item. If the hedge is no longer expected to be highly effective in the future, future changes in the fair value are recognized in earnings. For those contracts that are not designated as hedges, changes in the fair value are recorded to foreign currency loss in the Company’s consolidated statements of operations and comprehensive income. The Company classifies cash flows relating to its forward foreign currency exchange contracts related to purchase of inventory consistently with the classification of the hedged item, within cash flows from operating activities.

The Company is exposed to the risk that counterparties to derivative contracts will fail to meet their contractual obligations. In order to mitigate counterparty credit risk, the Company only enters into contracts with carefully selected financial institutions based upon their credit ratings and certain other financial factors, adhering to established limits for credit exposure. The aforementioned forward contracts generally have a term of no more than 12 months. The period of these contracts is directly related to the foreign transaction they are intended to hedge.

Net Investment Hedges

The Company also uses fixed-to-fixed cross currency swap agreements to hedge its net investments in foreign operations against future volatility in the exchange rates between the U.S. Dollars and the associated foreign currencies. The Company has elected the spot method of designating these contracts under ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities”, and has designated these contracts as net investment hedges. The net gain or loss on the net investment hedge is reported within foreign currency translation gains and losses (“CTA”), as a component of accumulated other comprehensive income on the Company’s consolidated balance sheets. Interest accruals and coupon payments are recognized directly in interest (income) expense, net, in the Company’s consolidated statements of operations and

The following table presents the Company’s supplemental cash flow information related to leases (in millions):

												Three Months Ended
												July 2, 2022						June 26, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows used in operating leases (1)												$	125					$	149

(1)Operating cash flows used in operating leases for the three months ended June 26, 2021 excluded $4 million of deferred rent payments due to the COVID-19 pandemic.

During each of the three months ended July 2, 2022 and June 26, 2021, the Company recorded sublease income of $2 million within selling, general and administrative expenses. During the three months ended July 2, 2022 and June 26, 2021, the Company recorded $2 million and $7 million, respectively, of rent concessions negotiated in connection with the impact of COVID-19 as if it were contemplated as part of the existing contract. The aforementioned rent concessions were recorded as a reduction to variable lease expense within selling, general and administrative expenses.

The Company’s basic net income per ordinary share is calculated by dividing net income by the weighted average number of ordinary shares outstanding during the period. Diluted net income per ordinary share reflects the potential dilution that would occur if share option grants or any other potentially dilutive instruments, including restricted shares and restricted share units (“RSUs”), were exercised or converted into ordinary shares. These potentially dilutive securities are included in diluted shares to the extent they are dilutive under the treasury stock method for the applicable periods. Performance-based RSUs are included as diluted shares if the related performance conditions are considered satisfied as of the end of the reporting period and to the extent they are dilutive under the treasury stock method.

The components of the calculation of basic net income per ordinary share and diluted net income per ordinary share are as follows (in millions, except share and per share data):

			Three Months Ended
			July 2, 2022						June 26, 2021
Numerator:
Net income attributable to Capri			$	201					$	219
Denominator:
Basic weighted average shares			141,913,586						151,312,103
Weighted average dilutive share equivalents:
Share options and restricted shares/units, and performance restricted share units			1,820,398						3,578,380
Diluted weighted average shares			143,733,984						154,890,483
Basic net income per share (1)			$	1.42					$	1.45
Diluted net income per share (1)			$	1.40					$	1.41

(1)Basic and diluted net income per share are calculated using unrounded numbers.

During the three months ended July 2, 2022, share equivalents of 657,340 shares have been excluded from the above calculations due to their anti-dilutive effect. Share equivalents of 610,684 shares have been excluded from the above calculations for the three months ended June 26, 2021 due to their anti-dilutive effect.

See Note 2 in the Company’s Annual Report on Form 10-K for the fiscal year ended April 2, 2022 for a complete disclosure of the Company’s significant accounting policies.

Reference Rate Reform

In March 2020, the FASB issued ASU 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting” and in January 2021, issued ASU 2021-01, “Reference Rate Reform: Scope”. Both of these updates aim to ease the potential burden in accounting for reference rate reform. These updates provide optional expedients and exceptions, if certain criteria are met, for applying accounting principles generally accepted in the United States to contract modifications, hedging relationships and other transactions affected by the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate (“SOFR”). The amendments were effective upon issuance and allowed companies to adopt the amendments on a prospective basis through December 31, 2022. The Company does not expect the adoption of this standard to have a material impact on the Company’s results of operations, financial condition or cash flows based on current information.

The Company has considered all new accounting pronouncements and has concluded that there are no new pronouncements that may have a material impact on the Company’s results of operations, financial condition or cash flows based on current information.

The Company accounts for contracts with its customers when there is approval and commitment from both parties, the rights of the parties and payment terms have been identified, the contract has commercial substance and collectibility of consideration is probable. Revenue is recognized when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for goods or services.

The Company sells its products through three primary channels of distribution: retail, wholesale and licensing. Within the retail and wholesale channels, substantially all of the Company’s revenues consist of sales of products that represent a single performance obligation, where control transfers at a point in time to the customer. For licensing arrangements, royalty and advertising revenue is recognized over time based on access provided to the Company’s trademarks.

The Company generates sales through directly operated stores and e-commerce sites throughout the Americas (United States, Canada and Latin America), certain parts of EMEA (Europe, Middle East and Africa) and certain parts of Asia (Asia and Oceania).

Gift Cards. The Company sells gift cards that can be redeemed for merchandise, resulting in a contract liability upon issuance. Revenue is recognized when the gift card is redeemed or upon “breakage” for the estimated portion of gift cards that are not expected to be redeemed. “Breakage” revenue is calculated under the proportional redemption methodology, which considers the historical patterns of redemption in jurisdictions where the Company is not required to remit the value of the unredeemed gift cards as unclaimed property. The contract liability related to gift cards, net of estimated “breakage”, of $15 million and $13 million as of July 2, 2022 and April 2, 2022, respectively, is included within accrued expenses and other current liabilities in the Company’s consolidated balance sheet.

Loyalty Program. The Company offers a loyalty program, which allows its Michael Kors United States customers to earn points on qualifying purchases toward monetary and non-monetary rewards, which may be redeemed for purchases at Michael Kors retail stores and e-commerce sites. The Company defers a portion of the initial sales transaction based on the estimated relative fair value of the benefits based on projected timing of future redemptions and historical activity. These amounts include estimated “breakage” for points that are not expected to be redeemed.

The Company’s products are sold primarily to major department stores, specialty stores and travel retail shops throughout the Americas, EMEA and Asia. The Company also has arrangements where its products are sold to geographic licensees in certain parts of EMEA, Asia and South America.

The Company provides its third-party licensees with the right to access its Versace, Jimmy Choo and Michael Kors trademarks under product and geographic licensing arrangements. Under geographic licensing arrangements, third party licensees receive the right to distribute and sell products bearing the Company’s trademarks in retail and/or wholesale channels within certain geographical areas, including Brazil, the Middle East, Eastern Europe, South Africa and certain parts of Asia.

The Company recognizes royalty revenue and advertising contributions based on the percentage of sales made by the licensees. Generally, the Company’s guaranteed minimum royalty amounts due from licensees relate to contractual periods that do not exceed 12 months, however, certain guaranteed minimums for Versace are multi-year based.

As of July 2, 2022, contractually guaranteed minimum fees from the Company’s license agreements expected to be recognized as revenue during future periods were as follows (in millions):

			Contractually Guaranteed Minimum Fees
Remainder of Fiscal 2023			$	23
Fiscal 2024			29
Fiscal 2025			25
Fiscal 2026			22
Fiscal 2027			21
Fiscal 2028 and thereafter			46
Total			$	166

The refund liability recorded as of July 2, 2022 was $56 million, and the related asset for the right to recover returned product as of July 2, 2022 was $13 million. The refund liability recorded as of April 2, 2022 was $52 million, and the related asset for the right to recover returned product as of April 2, 2022 was $15 million.

Total contract liabilities were $26 million and $30 million as of July 2, 2022 and April 2, 2022, respectively. For the three months ended July 2, 2022, the Company recognized $5 million in revenue which related to contract liabilities that existed at April 2, 2022. For the three months ended June 26, 2021, the Company recognized $6 million in revenue which related to contract liabilities that existed at March 27, 2021. There were no material contract assets recorded as of July 2, 2022 and April 2, 2022.

There were no changes in historical variable consideration estimates that were materially different from actual results.

The following table presents the Company’s segment revenue disaggregated by geographic location (in millions):

			Three Months Ended
			July 2, 2022						June 26, 2021
Versace revenue - the Americas			$	115					$	87
Versace revenue - EMEA			107						87
Versace revenue - Asia			53						66
Total Versace			275						240
Jimmy Choo revenue - the Americas			54						38
Jimmy Choo revenue - EMEA			66						50
Jimmy Choo revenue - Asia			52						54
Total Jimmy Choo			172						142
Michael Kors revenue - the Americas			625						590
Michael Kors revenue - EMEA			191						165
Michael Kors revenue - Asia			97						116
Total Michael Kors			913						871
Total revenue - the Americas			794						715
Total revenue - EMEA			364						302
Total revenue - Asia			202						236
Total revenue			$	1,360					$	1,253

See Note 3 in the Company’s Annual Report on Form 10-K for the fiscal year ended April 2, 2022 for a complete disclosure of the Company’s revenue recognition policy.

Receivables, net, consist of (in millions):

			July 2, 2022						April 2, 2022
Trade receivables (1)			$	426					$	461
Receivables due from licensees			21						17
			447						478
Less: allowances			(53)						(44)
Total receivables, net			$	394					$	434

Receivables are presented net of allowances for discounts, markdowns, operational chargebacks and credit losses. Discounts are based on open invoices where trade discounts have been extended to customers. Markdowns are based on wholesale customers’ sales performance, seasonal negotiations with customers, historical deduction trends and an evaluation of current market conditions. Operational chargebacks are based on deductions taken by customers, net of expected recoveries. Such provisions, and related recoveries, are reflected in revenues.

The Company’s allowance for credit losses is determined through analysis of periodic aging of receivables and assessments of collectibility based on an evaluation of historic and anticipated trends, the financial condition of the Company’s customers and the impact of general economic conditions. The past due status of a receivable is based on its contractual terms. Amounts deemed uncollectible are written off against the allowance when it is probable the amounts will not be recovered. Allowance for credit losses was $10 million as of July 2, 2022 and April 2, 2022. The Company had credit losses of $1 million and $(1) million for the three months ended July 2, 2022 and June 26, 2021, respectively.

Property and equipment, net, consists of (in millions):

			July 2, 2022						April 2, 2022
Leasehold improvements			$	553					$	575
Computer equipment and software			229						212
Furniture and fixtures			211						218
Equipment			79						81
Building			46						48
In-store shops			46						47
Land			18						19
Total property and equipment, gross			1,182						1,200
Less: accumulated depreciation and amortization			(783)						(790)
Subtotal			399						410
Construction-in-progress			67						66
Total property and equipment, net			$	466					$	476

Depreciation and amortization of property and equipment for the three months ended July 2, 2022 and June 26, 2021 was $34 million and $38 million, respectively. The Company did not record any property and equipment impairment charges for the three months ended July 2, 2022 and June 26, 2021.

The following table details the carrying values of the Company’s intangible assets and goodwill (in millions):

			July 2, 2022						April 2, 2022
Definite-lived intangible assets:
Reacquired rights			$	400					$	400
Trademarks			23						23
Customer relationships (1)			386						414
Gross definite-lived intangible assets			809						837
Less: accumulated amortization			(231)						(228)
Net definite-lived intangible assets			578						609
Indefinite-lived intangible assets:
Jimmy Choo brand (2)			296						321
Versace brand (1)			865						917
Net indefinite-lived intangible assets			1,161						1,238
Total intangible assets, excluding goodwill			$	1,739					$	1,847
Goodwill (3)			$	1,336					$	1,418

(1)The change in the carrying value since April 2, 2022 reflects the impact of foreign currency translation.

(2)Includes accumulated impairment of $249 million as of July 2, 2022 and April 2, 2022. The change in the carrying value since April 2, 2022 reflects the impact of foreign currency translation.

(3)Includes accumulated impairment of $265 million related to the Jimmy Choo reporting units as of July 2, 2022 and April 2, 2022. The change in the carrying value since April 2, 2022 reflects the impact of foreign currency translation.

Amortization expense for the Company’s definite-lived intangible assets for the three months ended July 2, 2022 and June 26, 2021 was $11 million and $12 million, respectively.

Prepaid expenses and other current assets consist of the following (in millions):

			July 2, 2022						April 2, 2022
Prepaid taxes			$	79					$	86
Prepaid contracts			17						15
Prepaid insurance			12						2
Interest receivable related to net investment hedges			11						13
Other accounts receivables			9						17
Other			73						59
Total prepaid expenses and other current assets			$	201					$	192

Accrued expenses and other current liabilities consist of the following (in millions):

			July 2, 2022						April 2, 2022
Other taxes payable			$	71					$	61
Return liabilities			56						52
Accrued capital expenditures			43						39
Accrued advertising and marketing			22						21
Accrued rent (1)			21						20
Gift cards and retail store credits			15						17
Professional services			14						15
Accrued litigation			12						13
Accrued purchases and samples			12						11
Charitable donations (2)			10						10
Accrued interest			3						10
Other			100						82
Total accrued expenses and other current liabilities			$	379					$	351

(1)The accrued rent balance relates to variable lease payments.

(2)The charitable donations balance relates to a $10 million unconditional pledge to The Versace Foundation as of July 2, 2022 and April 2, 2022.

Capri Retail Store Optimization Program

During Fiscal 2022, the Company completed its plan to close certain retail stores as part of its Capri Retail Store Optimization Program.

During the three months ended June 26, 2021, the Company closed 10 of its retail stores, which have been incorporated into the Capri Retail Store Optimization Program. Net restructuring charges recorded in connection with the Capri Retail Store Optimization Program during the three months ended June 26, 2021 were $(3) million.

In addition to the restructuring charges related to the completed Capri Retail Store Optimization Program, the Company did not record costs for the three months ended July 2, 2022. During the three months ended June 26, 2021, the Company recorded costs of $1 million, primarily relating to closures of certain corporate locations.

Other Costs

The Company recorded costs of $3 million and $5 million during the three months ended July 2, 2022 and June 26, 2021, respectively, primarily related to equity awards associated with the acquisition of Versace.

The following table presents the Company’s debt obligations (in millions):

			July 2, 2022						April 2, 2022
Revolving Credit Facilities			$	922					$	175
Senior Notes due 2024			450						450
Term Loan			—						497
Other			49						42
Total debt			1,421						1,164
Less: Unamortized debt issuance costs			1						3
Less: Unamortized discount on senior notes			1						1
Total carrying value of debt			1,419						1,160
Less: Short-term debt			37						29
Total long-term debt			$	1,382					$	1,131

On July 1, 2022, the Company entered into a revolving credit facility (the “2022 Credit Facility”) with, among others, JPMorgan Chase Bank, N.A. (“JPMorgan Chase”), as administrative agent (the “Administrative Agent”), which refinanced its existing senior unsecured revolving credit facility. The Company, a U.S. subsidiary of the Company, a Canadian subsidiary of the Company, a Dutch subsidiary of the Company and a Swiss subsidiary of the Company are the borrowers under the 2022 Credit Facility, and the borrowers and certain subsidiaries of the Company provide unsecured guaranties of the 2022 Credit Facility. The 2022 Credit Facility replaced the third amended and restated senior unsecured credit facility, dated as of November 15, 2018 (the “2018 Credit Facility”).

The 2022 Credit Facility provides for a $1.5 billion revolving credit facility (the “2022 Revolving Credit Facility”), which may be denominated in U.S. Dollars and other currencies, including Euros, Canadian Dollars, Pounds Sterling, Japanese Yen and Swiss Francs. The 2022 Revolving Credit Facility also includes sub-facilities for the issuance of letters of credit of up to $125 million and swing line loans at the Administrative Agent’s discretion of up to $100 million. The Company has the ability to expand its borrowing availability under the 2022 Credit Facility in the form of increased revolving commitments or one or more tranches of term loans by up to an additional $500 million, subject to the agreement of the participating lenders and certain other customary conditions.

Borrowings under the 2022 Credit Facility bear interest, at the Company’s option, at the following rates:

•For loans denominated in U.S. Dollars, (A) an alternate base rate, which is the greatest of (a) the prime rate publicly announced from time to time by JPMorgan Chase, (b) the greater of the federal funds effective rate and the Federal Reserve Bank of New York overnight bank funding rate and zero, plus 50 basis points, and (c) the greater of term SOFR for an interest period of one month plus 10 basis points and zero, plus 100 basis points, (B) the greater of term SOFR for the applicable interest period plus 10 basis points (“Adjusted Term SOFR”) and zero or (C) the greater of daily simple SOFR plus 10 basis points and zero;

•For loans denominated in Pounds Sterling, the greater of Secured Overnight Index Average (“SONIA”) and zero;

•For loans denominated in Swiss Francs, the greater of Swiss Average Rate Overnight (“SARON”) and zero;

•For loans denominated in Euro, the greater of Euro Interbank Offer Rate (“EURIBOR”) for the applicable interest period adjusted for statutory reserve requirements (“Adjusted EURIBOR Rate”) and zero;

•For loans denominated in Canadian Dollars, the greater of the rate applicable to Canadian Dollar Canadian banker’s acceptances quoted on Reuters for the applicable interest period adjusted for statutory reserve requirements (“Adjusted CDOR Rate”) and zero; and

•For loans denominated in Japanese Yen, the greater of Tokyo Interbank Offer Rate (“TIBOR”) for the applicable interest period adjusted for statutory reserve requirements (“Adjusted TIBOR Rate”) and zero; in each case, plus an applicable margin based on the Company’s public debt ratings and/or net leverage ratio.

The 2022 Credit Facility provides for an annual administration fee and a commitment fee equal to 7.5 basis points to 17.5 basis points per annum, which was 15.0 basis points as of July 2, 2022. The fees are based on the Company’s public debt ratings and/or net leverage ratio, applied to the average daily unused amount of the 2022 Credit Facility.

Loans under the 2022 Credit Facility may be prepaid and commitments may be terminated or reduced by the borrowers without premium or penalty other than customary “breakage” costs with respect to loans bearing interest based upon Adjusted Term SOFR, the Adjusted EURIBOR Rate, the Adjusted CDOR Rate and the Adjusted TIBOR Rate.

As of July 2, 2022, and the date these financial statements were issued, the Company was in compliance with all covenants related to the 2022 Credit Facility.

As of July 2, 2022, the Company had $922 million of borrowings outstanding under the 2022 Revolving Credit Facility and $175 million of borrowings outstanding under revolver in the 2018 Credit Facility as of April 2, 2022. In addition, stand-by letters of credit of $21 million were outstanding as of both July 2, 2022 and April 2, 2022. At July 2, 2022, the amount available for future borrowings under the 2022 Revolving Credit Facility was $557 million and $804 million for future borrowings under the revolver in the 2018 Credit Facility as of April 2, 2022.

As of July 2, 2022, the Company no longer had a term loan facility outstanding. As of April 2, 2022, the carrying value of term loan outstanding under the 2018 Credit Facility was $495 million, which was recorded within long-term debt in the Company’s consolidated balance sheets.

As of July 2, 2022, the Company had $7 million of deferred financing fees associated with the 2022 Credit Facility and $3 million of deferred financing fees associated with the 2018 Credit Facility as of April 2, 2022, which were recorded within other assets in the Company’s consolidated balance sheets.

The Company offers a supplier financing program which enables suppliers, at their sole discretion, to sell their receivables (i.e., the Company’s payment obligations to suppliers) to a financial institution on a non-recourse basis in order to be paid earlier than current payment terms provide. The Company’s obligations, including the amount due and scheduled payment dates, are not impacted by a suppliers’ decision to participate in this program. The Company does not reimburse suppliers for any costs they incur to participate in the program and their participation is voluntary. The amount outstanding under this program as of July 2, 2022 and April 2, 2022 was $36 million and $21 million, respectively, and is presented as short-term debt in the Company’s consolidated balance sheets.

During Fiscal 2022, the Company's subsidiary, Versace, entered into an agreement with Banco BPM Banking Group (“the Bank”) to sell certain tax receivables to the Bank in exchange for cash. The arrangement was determined to be a financing arrangement because the de-recognition criteria for the receivables was not met at the time of the cash receipt from the Bank. As of July 2, 2022, the outstanding balance was $10 million, with $1 million and $9 million recorded within short-term debt and long-term debt in the Company’s consolidated balance sheets, respectively. As of April 2, 2022, the outstanding balance was $18 million, with $8 million and $10 million recorded within short-term debt and long-term debt in the Company’s consolidated balance sheets, respectively.

See Note 11 to the Company’s Fiscal 2022 Annual Report on Form 10-K for additional information regarding the Company’s credit facilities and debt obligations.

In the ordinary course of business, the Company is party to various legal proceedings and claims. Although the outcome of such claims cannot be determined with certainty, the Company believes that the outcome of all pending legal proceedings, in the aggregate, will not have a material adverse effect on its cash flow, results of operations or financial position.

Please refer to the Contractual Obligations and Commercial Commitments disclosure within the Liquidity and Capital Resources section of the Company’s Annual Report on Form 10-K for the fiscal year ended April 2, 2022 for a detailed disclosure of other commitments and contractual obligations as of April 2, 2022.

Financial assets and liabilities are measured at fair value using the three-level valuation hierarchy for disclosure of fair value measurements. The determination of the applicable level within the hierarchy of a particular asset or liability depends on the inputs used in the valuation as of the measurement date, notably the extent to which the inputs are market-based (observable) or internally derived (unobservable). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from independent sources. Unobservable inputs are inputs based on a company’s own assumptions about market participant assumptions based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the reliability of inputs as follows:

Level 1 – Valuations based on quoted prices in active markets for identical assets or liabilities that a company has the ability to access at the measurement date.

Level 2 – Valuations based on quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability and inputs derived principally from or corroborated by observable market data.

Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

			Fair value at July 2, 2022 using:																		Fair value at April 2, 2022 using:
			Quoted prices in active markets for identical assets (Level 1)						Significant other observable inputs (Level 2)						Significant unobservable inputs (Level 3)						Quoted prices in active markets for identical assets (Level 1)						Significant other observable inputs (Level 2)						Significant unobservable inputs (Level 3)
Derivative assets:
Forward foreign currency exchange contracts			$	—					$	8					$	—					$	—					$	4					$	—
Net investment hedges			—						166						—						—						44						—
Undesignated derivative contracts			—						1						—						—						4						—
Total derivative assets			$	—					$	175					$	—					$	—					$	52					$	—
Derivative liabilities:
Net investment hedges			$	—					$	4					$	—					$	—					$	37					$	—
Total derivative liabilities			$	—					$	4					$	—					$	—					$	37					$	—

The Company’s long-term debt obligations are recorded in its consolidated balance sheets at carrying values, which may differ from the related fair values. The fair value of the Company’s long-term debt is estimated using external pricing data, including any available quoted market prices and based on other debt instruments with similar characteristics. Borrowings under revolving credit agreements, if outstanding, are recorded at carrying value, which approximates fair value due to the frequent nature of such borrowings and repayments. See Note 9 for detailed information related to carrying values of the Company’s outstanding debt. The following table summarizes the carrying values and estimated fair values of the Company’s short- and long-term debt, based on Level 2 measurements (in millions):

			July 2, 2022												April 2, 2022
			Carrying Value						Estimated Fair Value						Carrying Value						Estimated Fair Value
Senior Notes due 2024			$	448					$	431					$	448					$	451
Term Loan			$	—					$	—					$	495					$	490
Revolving Credit Facilities			$	922					$	922					$	175					$	175

The Company’s cash and cash equivalents, accounts receivable and accounts payable are recorded at carrying value, which approximates fair value.

The Company’s non-financial assets include goodwill, intangible assets, operating lease right-of-use assets and property and equipment. Such assets are reported at their carrying values and are not subject to recurring fair value measurements. The Company’s goodwill and its indefinite-lived intangible assets (Versace and Jimmy Choo brands) are assessed for impairment at least annually, while its other long-lived assets, including operating lease right-of-use assets, property and equipment and definite-lived intangible assets, are assessed for impairment whenever events or changes in circumstances indicate that the carrying amount of any such asset may not be recoverable. The Company determines the fair values of these assets based on Level 3 measurements using the Company’s best estimates of the amount and timing of future discounted cash flows, based on historical experience, market conditions, current trends and performance expectations.

The Company recorded no impairment charges during the three months ended July 2, 2022 and June 26, 2021.

Forward Foreign Currency Exchange Contracts

The Company uses forward foreign currency exchange contracts to manage its exposure to fluctuations in foreign currency for certain of its transactions. The Company, in its normal course of business, enters into transactions with foreign suppliers and seeks to minimize risks related to certain forecasted inventory purchases by using forward foreign currency exchange contracts. The Company only enters into derivative instruments with highly credit-rated counterparties. The Company does not enter into derivative contracts for trading or speculative purposes.

Net Investment Hedges

During the first quarter of Fiscal 2023, the Company modified multiple fixed-to-fixed cross-currency swap agreements with aggregate notional amounts of $1.094 billion to hedge its net investment, of which $900 million was in Euro denominated subsidiaries and $194 million was in Japanese-Yen denominated subsidiaries. The modification of these swaps resulted in the Company receiving $66 million in cash during the first quarter of Fiscal 2023. These contracts have been designated as net investment hedges.

Certain of these contracts are supported by a credit support annex (“CSA”) which provides for collateral exchange with the earliest effective date being May 2027. If the outstanding position of a contract exceeds a certain threshold governed by the aforementioned CSA’s, either party is required to post cash collateral.

As of July 2, 2022, the Company had multiple fixed-to-fixed cross-currency swap agreements with aggregate notional amounts of $4 billion to hedge its net investment in Euro denominated subsidiaries and $194 million to hedge its net investment in Japanese Yen denominated subsidiaries against future volatility in the exchange rates between the U.S. Dollar and these currencies. Under the terms of these contracts, the Company will exchange the semi-annual fixed rate payments on U.S. denominated debt for fixed rate payments of 0% to 2.872% in Euros and 1.061% to 2.858% in Japanese Yen. These contracts have maturity dates between March 2024 and February 2051 and have been designated as net investment hedges.

When a cross-currency swap is used as a hedging instrument in a net investment hedge assessed under the spot method, the cross-currency basis spread is excluded from the assessment of hedge effectiveness and is recognized as a reduction in interest expense in the Company’s consolidated statements of operations and comprehensive income. Accordingly, the Company recorded interest income of $17 million and $12 million during the three months ended July 2, 2022 and June 26, 2021, respectively.

The following table details the fair value of the Company’s derivative contracts, which are recorded on a gross basis in the consolidated balance sheets as of July 2, 2022 and April 2, 2022 (in millions):

															Fair Values
			Notional Amounts												Assets												Liabilities
			July 2, 2022						April 2, 2022						July 2, 2022						April 2, 2022						July 2, 2022						April 2, 2022
Designated forward foreign currency exchange contracts			$	100					$	119					$	8		(1)			$	4		(1)			$	—					$	—
Designated net investment hedges			4,194						4,194						166			(2)			44			(2)			4			(3)			37			(3)
Total designated hedges			4,294						4,313						174						48						4						37
Undesignated derivative contracts (4)			10						38						1						4						—						—
Total			$	4,304					$	4,351					$	175					$	52					$	4					$	37

(1)Recorded within prepaid expenses and other current assets in the Company’s consolidated balance sheets.

(2)Recorded within other assets in the Company’s consolidated balance sheets.

(3)Recorded within other long-term liabilities in the Company’s consolidated balance sheets.

(4)Represents undesignated hedges of inventory purchases.

The Company records and presents the fair values of all of its derivative assets and liabilities in its consolidated balance sheets on a gross basis, as shown in the previous table. However, if the Company were to offset and record the asset and liability balances for its derivative instruments on a net basis in accordance with the terms of its master netting arrangements, which provide for the right to set-off amounts for similar transactions denominated in the same currencies, the resulting impact as of July 2, 2022 and April 2, 2022 would be as follows (in millions):

			Forward Currency Exchange Contracts												Net Investment Hedges
			July 2, 2022						April 2, 2022						July 2, 2022						April 2, 2022
Assets subject to master netting arrangements			$	9					$	8					$	166					$	44
Liabilities subject to master netting arrangements			$	—					$	—					$	4					$	37
Derivative assets, net			$	9					$	8					$	166					$	42
Derivative liabilities, net			$	—					$	—					$	4					$	35

Currently, the Company’s master netting arrangements do not require cash collateral to be pledged by the Company or its counterparties.

Changes in the fair value of the Company’s forward foreign currency exchange contracts that are designated as accounting hedges are recorded in equity as a component of accumulated other comprehensive income and are reclassified from accumulated other comprehensive income into earnings when the items underlying the hedged transactions are recognized into earnings, as a component of cost of goods sold within the Company’s consolidated statements of operations and comprehensive income. The net gain or loss on net investment hedges are reported within CTA as a component of accumulated other comprehensive income on the Company’s consolidated balance sheets. Upon discontinuation of the hedge, such amounts remain in CTA until the related investment is sold or liquidated.

The following table summarizes the pre-tax impact of the gains and losses on the Company’s designated forward foreign currency exchange contracts, net investment hedges and interest rate swaps (in millions):

			Three Months Ended
			July 2, 2022						June 26, 2021
			Pre-Tax Gains Recognized in OCI						Pre-Tax Gains (Losses) Recognized in OCI
Designated forward foreign currency exchange contracts			$	6					$	(1)
Designated net investment hedges			$	213					$	83

The following tables summarize the pre-tax impact of the gains and losses within the consolidated statements of operations and comprehensive income related to the designated forward foreign currency exchange contracts for the three months ended July 2, 2022 and June 26, 2021 (in millions):

Three Months Ended

Pre-Tax (Gain) Loss Reclassified from Accumulated OCI

Location of (Gain) Loss Recognized

July 2, 2022

June 26, 2021

Designated forward foreign currency exchange contracts

$

(4)

$

1

Cost of goods sold

The Company expects that substantially all of the amounts currently recorded in accumulated other comprehensive income for its forward foreign currency exchange contracts will be reclassified into earnings during the next 12 months, based upon the timing of inventory purchases and turnover.

Undesignated Hedges

During the three months ended July 2, 2022, a $2 million gain was recognized within foreign currency loss in the Company’s consolidated statements of operations and comprehensive income as a result of the changes in the fair value of undesignated forward foreign currency exchange contracts. During the three months ended June 26, 2021, the net impact of changes in the fair value of undesignated forward foreign currency exchange contracts recognized within foreign currency loss in the Company’s consolidated statements of operations and comprehensive income was immaterial.

During the first quarter of Fiscal 2022, the Company reinstated its $500 million share repurchase program, which was previously suspended during the first quarter of Fiscal 2021 in response to the impact of the COVID-19 pandemic and the provisions of the 2018 Credit Facility. Subsequently, on November 3, 2021, the Company announced that its Board of Directors had terminated the Company’s existing $500 million share repurchase program (the “Prior Plan”), which had $250 million of availability remaining at the time, and authorized a new share repurchase program (the “Fiscal 2022 Plan”) pursuant to which the Company may, from time to time, repurchase up to $1.0 billion of its outstanding ordinary shares within a period of two years from the effective date of the program.

On June 1, 2022, the Company announced that its Board of Directors has terminated the Fiscal 2022 Plan, with $500 million of availability remaining, and authorized a new share repurchase program (the “Fiscal 2023 Plan”) pursuant to which the Company may, from time to time, repurchase up to $1.0 billion of its outstanding ordinary shares within a period of two years from the effective date of the program.

During the three months ended July 2, 2022, the Company purchased 6,120,174 shares for a total cost of approximately $300 million, including commissions, under the Fiscal 2023 Plan. As of July 2, 2022, the remaining availability under the Company’s existing share repurchase program was $700 million.

During the three months ended June 26, 2021, the Company purchased 921,080 shares for a total cost of approximately $50 million, including commission, through open market transactions under the Prior Plan.

Share repurchases may be made in open market or privately negotiated transactions, subject to market conditions, applicable legal requirements, trading transactions under the Company’s insider trading policy and other relevant factors. The program may be suspended or discontinued at any time.

The Company also has in place a “withhold to cover” repurchase program, which allows the Company to withhold ordinary shares from certain executive officers and directors to satisfy minimum tax withholding obligations relating to the vesting of their restricted share awards. During the three month periods ended July 2, 2022 and June 26, 2021, the Company withheld 265,311 shares and 167,070 shares, respectively, with a fair value of $12 million and $9 million, respectively, in satisfaction of minimum tax withholding obligations relating to the vesting of restricted share awards.

The following table details changes in the components of accumulated other comprehensive income (“AOCI”), net of taxes, for the three months ended July 2, 2022 and June 26, 2021, respectively (in millions):

			Foreign Currency Adjustments (1)						Net Gains (Losses) on Derivatives (2)						Other Comprehensive Income (Loss) Attributable to Capri
Balance at April 2, 2022			$	184					$	10					$	194
Other comprehensive (loss) income before reclassifications			(107)						6						(101)
Less: amounts reclassified from AOCI to earnings			—						4						4
Other comprehensive (loss) income, net of tax			(107)						2						(105)
Balance at July 2, 2022			$	77					$	12					$	89
Balance at March 27, 2021			$	57					$	(1)					$	56
Other comprehensive income (loss) before reclassifications			91						(1)						90
Less: amounts reclassified from AOCI to earnings			—						(1)						(1)
Other comprehensive income, net of tax			91						—						91
Balance at June 26, 2021			$	148					$	(1)					$	147

(1)Foreign currency translation adjustments for the three months ended July 2, 2022 primarily include a $151 million gain, net of taxes of $62 million, relating to the Company’s net investment hedges, and a net $253 million translation loss. Foreign currency translation adjustments for the three months ended June 26, 2021 primarily include a $64 million gain, net of taxes of $19 million, relating to the Company’s net investment hedges, in addition to a net $27 million translation gain.

(2)Reclassified amounts primarily relate to the Company’s forward foreign currency exchange contracts for inventory purchases and are recorded within cost of goods sold in the Company’s consolidated statements of operations and comprehensive income. All tax effects were not material for the periods presented.

The Company grants equity awards to certain employees and directors of the Company at the discretion of the Company’s Compensation and Talent Committee. The Company has two equity plans, one stock option plan adopted in Fiscal 2008 (as amended and restated, the “2008 Plan”), and the Omnibus Incentive Plan adopted in the third fiscal quarter of Fiscal 2012 and amended and restated with shareholder approval in May 2015, and again in June 2020 (the “Incentive Plan”). The 2008 Plan only provided for grants of share options and was authorized to issue up to 23,980,823 ordinary shares. As of July 2, 2022, there were no shares available to grant equity awards under the 2008 Plan.

The Incentive Plan allows for grants of share options, restricted shares and RSUs, and other equity awards, and authorizes a total issuance of up to 18,846,000 ordinary shares after amendments in June 2020. At July 2, 2022, there were 2,516,526 ordinary shares available for future grants of equity awards under the Incentive Plan. Option grants issued from the 2008 Plan generally expire ten years from the date of the grant, and those issued under the Incentive Plan generally expire seven years from the date of the grant.

The following table summarizes the Company’s share-based compensation activity during the three months ended July 2, 2022:

			Options												Service-Based RSUs						Performance-Based RSUs
Outstanding/Unvested at April 2, 2022			355,448												3,827,700						210,192
Granted			—												1,430,545						152,921
Exercised/Vested			(116,570)												(1,353,698)						(197,874)
Canceled/Forfeited			—												(37,753)						—
Outstanding/Unvested at July 2, 2022			238,878												3,866,794						165,239

The weighted average grant date fair value of service-based and performance-based RSUs granted during the three months ended July 2, 2022 was $49.02 and $47.41, respectively. The weighted average grant date fair value of service-based RSUs granted during the three months ended June 26, 2021 was $54.67.

The following table summarizes compensation expense attributable to share-based compensation for the three months ended July 2, 2022 and June 26, 2021 (in millions):

			Three Months Ended
			July 2, 2022						June 26, 2021
Share-based compensation expense			$	28					$	36
Tax benefit related to share-based compensation expense			$	5					$	7

Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company estimates forfeitures based on historical forfeiture rates. The estimated value of future forfeitures for equity grants as of July 2, 2022 is approximately $23 million.

See Note 16 in the Company’s Fiscal 2022 Annual Report on Form 10-K for additional information relating to the Company’s share-based compensation awards.

The Company operates its business through three operating segments — Versace, Jimmy Choo and Michael Kors, which are based on its business activities and organization. The reportable segments are segments of the Company for which separate financial information is available and for which operating results are evaluated regularly by the Company’s chief operating decision maker (“CODM”) in deciding how to allocate resources, as well as in assessing performance. The primary key performance indicators are revenue and operating income for each segment. The Company’s reportable segments represent components of the business that offer similar merchandise, customer experience and sales/marketing strategies.

The Company’s three reportable segments are as follows:

•Versace — segment includes revenue generated through the sale of Versace luxury ready-to-wear, accessories, and footwear through directly operated Versace boutiques throughout the Americas, certain parts of EMEA and certain

parts of Asia, as well as through Versace outlet stores and e-commerce sites. In addition, revenue is generated through wholesale sales to distribution partners (including geographic licensing arrangements that allow third parties to use the Versace trademarks in connection with retail and/or wholesale sales of Versace branded products in specific geographic regions), multi-brand department stores and specialty stores worldwide, as well as through product license agreements in connection with the manufacturing and sale of jeans, fragrances, watches, jewelry, eyewear and home furnishings.

•Jimmy Choo — segment includes revenue generated through the sale of Jimmy Choo luxury footwear, handbags and small leather goods and accessories through directly operated Jimmy Choo retail and outlet stores throughout the Americas, certain parts of EMEA and certain parts of Asia, through its e-commerce sites, as well as through wholesale sales of luxury goods to distribution partners (including geographic licensing arrangements that allow third parties to use the Jimmy Choo trademarks in connection with retail and/or wholesale sales of Jimmy Choo branded products in specific geographic regions), multi-brand department stores and specialty stores worldwide. In addition, revenue is generated through product licensing agreements, which allow third parties to use the Jimmy Choo brand name and trademarks in connection with the manufacturing and sale of fragrances and eyewear.

•Michael Kors — segment includes revenue generated through the sale of Michael Kors products through four primary Michael Kors retail store formats: “Collection” stores, “Lifestyle” stores (including concessions), outlet stores and e-commerce sites, through which the Company sells Michael Kors products, as well as licensed products bearing the Michael Kors name, directly to consumers throughout the Americas, certain parts of EMEA and certain parts of Asia. The Company also sells Michael Kors products directly to department stores, primarily located across the Americas and Europe, to specialty stores and travel retail shops, and to its geographic licensees. In addition, revenue is generated through product and geographic licensing arrangements, which allow third parties to use the Michael Kors brand name and trademarks in connection with the manufacturing and sale of products, including watches, jewelry, fragrances and eyewear.

In addition to these reportable segments, the Company has certain corporate costs that are not directly attributable to its brands and, therefore, are not allocated to its segments. Such costs primarily include certain administrative, corporate occupancy, shared service and information system expenses, including enterprise resource planning system implementation costs. In addition, certain other costs are not allocated to segments, including restructuring and other charges and COVID-19 related charges. The segment structure is consistent with how the Company’s CODM plans and allocates resources, manages the business and assesses performance. All intercompany revenues are eliminated in consolidation and are not reviewed when evaluating segment performance.

The following table presents the key performance information of the Company’s reportable segments (in millions):

			Three Months Ended
			July 2, 2022						June 26, 2021
Total revenue:
Versace			$	275					$	240
Jimmy Choo			172						142
Michael Kors			913						871
Total revenue			$	1,360					$	1,253
Income from operations:
Versace			$	52					$	48
Jimmy Choo			19						11
Michael Kors			222						240
Total segment income from operations			293						299
Less: Corporate expenses			(60)						(41)
Restructuring and other charges			(3)						(3)
COVID-19 related charges			1						3
Total income from operations			$	231					$	258

			Three Months Ended
			July 2, 2022						June 26, 2021
Depreciation and amortization:
Versace			$	12					$	14
Jimmy Choo			7						7
Michael Kors			25						29
Corporate			1						—
Total depreciation and amortization			$	45					$	50

Total revenue (based on country of origin) by geographic location are as follows (in millions):

			Three Months Ended
			July 2, 2022						June 26, 2021
Revenue:
The Americas (United States, Canada and Latin America) (1)			$	794					$	715
EMEA			364						302
Asia			202						236
Total revenue			$	1,360					$	1,253