TIFFANY & CO Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2014-12-17: Form 8-K; Period of report 2014-12-17; Description 8.01 Other Events; Details 8.01.
- 2014-12-01: Form 8-K; Period of report 2014-12-01; Description 8.01 Other Events; Details 8.01.
- 2014-11-26: Form 8-K; Period of report 2014-11-26; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
- 2014-10-10: Form 8-K; Period of report 2014-10-10; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2014-12-17 | 8-K | 2014-12-17 | 8.01 Other Events | 8.01 As previously announced, the Registrant’s 3.800% Senior Notes due 2024 and 4.900% Senior Notes due 2044 (together, the “Notes”), as well as its four- and five-year unsecured revolving credit facilities (the “Credit Facilities”) were initially guaranteed by certain of the Registrant’s subsidiaries that were guarantors under the Registrant’s previously existing three- and five-year unsecured revolving credit facilities (the “Guarantors”). | a8k12172014.htm |
| 2014-12-01 | 8-K | 2014-12-01 | 8.01 Other Events | 8.01 Registrant maintains a share ownership policy for its executive officers and directors. | a8k12012014.htm |
| 2014-11-26 | 8-K | 2014-11-26 | 2.02 Results of Operations and Financial Condition | 2.02 On November 25, 2014, Registrant issued a news release announcing its unaudited earnings and results of operations for the third quarter ended October 31, 2014. | a8k11252014.htm |
| 2014-10-10 | 8-K | 2014-10-10 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On October 7, 2014, the Registrant entered into a four-year unsecured revolving bank credit agreement and a five-year unsecured revolving bank credit agreement with Bank of America, N.A., as Administrative Agent, The Bank of New York Mellon, Mizuho Bank, Ltd. and JPMorgan Chase Bank, N.A., as Co-Syndication Agents, and U.S. Bank, National Association, as Documentation Agent, consisting of basic commitments in an aggregate amount for each credit facility up to $375 million (which commitments may be increased, subject to certain conditions and limitations, at the request of the Registrant) (collectively, the “New Credit Agreements”), including commitments in U.S. Dollars, Euros, British Pounds, Japanese Yen and other currencies, and a letter of credit subfacility. 2.03 The information set forth in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03. | a8k10102014.htm |
| 2014-09-26 | 8-K | 2014-09-25 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events | 1.01 On September 25, 2014, Tiffany & Co. (the “Company”) completed its previously announced offering of $250,000,000 aggregate principal amount of 3.800% Senior Notes due 2024 (the “2024 Notes”) and $300,000,000 aggregate principal amount of 4.900% Senior Notes due 2044 (the “2044 Notes” and, together with the 2024 Notes, the “Notes”) in a private placement conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). 2.03 See disclosure contained in Item 1.01 above, which is incorporated herein by reference. | a8k09262014.htm |
| 2014-09-23 | 8-K | 2014-09-22 | 7.01 Regulation FD Disclosure; 8.01 Other Events | 7.01 On September 22, 2014, Tiffany & Co. (the “Company”) announced that it is seeking commitments to replace its existing $275,000,000 three year unsecured revolving credit facility maturing December 19, 2014 and $275,000,000 five year unsecured revolving credit facility maturing December 21, 2016 with a new $375,000,000 four year unsecured revolving credit facility and a new $375,000,000 five year unsecured revolving credit facility. 8.01 On September 22, 2014, the Company entered into a purchase agreement relating to the sale by the Company of $250,000,000 aggregate principal amount of 3.800% Senior Notes due 2024 and $300,000,000 aggregate principal amount of 4.900% Senior Notes due 2044 (together, the “notes”). | a8k09222014.htm |
| 2014-09-19 | 8-K | 2014-09-19 | 8.01 Other Events | a8k09192014.htm | |
| 2014-09-04 | 8-K | 2014-09-04 | 8.01 Other Events | 8.01 On September 4, 2014, Registrant issued a news release announcing that Jill Beraud will become an Executive Vice President of Registrant, effective October 13, 2014. | a8k09042014.htm |
| 2014-08-27 | 8-K | 2014-08-27 | 2.02 Results of Operations and Financial Condition | 2.02 On August 27, 2014, Registrant issued a news release announcing its unaudited earnings and results of operations for the second quarter ended July 31, 2014. | a8k08272014.htm |
| 2014-07-21 | 8-K | 2014-07-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 21, 2014, Registrant announced that its chief executive officer, Michael J. Kowalski, will retire effective March 31, 2015. | a8k072114.htm |
| 2014-07-18 | 8-K | 2014-07-18 | 8.01 Other Events | 8.01 Registrant makes various grants and awards of cash, stock and stock units, and provides various benefits, to its directors, executive officers and other management employees pursuant to its 2014 Tiffany & Co. Employee Incentive Plan (the “2014 Employee Incentive Plan”) and pursuant to various retirement plans, formal agreements and informal agreements. | a8k07182014.htm |
| 2014-05-27 | 8-K | 2014-05-27 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 On May 22, 2014, Registrant held its annual meeting of shareholders. 8.01 As noted in Item 5.07 above, on May 22, 2014 (the “Effective Date”), the shareholders of the Registrant approved the adoption of the 2014 Tiffany & Co. Employee Incentive Plan (the “2014 Incentive Plan”). | a8k052214-2.htm |
| 2014-05-22 | 8-K | 2014-05-22 | 8.01 Other Events | 8.01 On May 22, 2014, Registrant issued a news release announcing that its Board of Directors has declared a 12% increase in the quarterly dividend rate on its Common Stock. | a8k05222014.htm |
| 2014-05-21 | 8-K | 2014-05-21 | 2.02 Results of Operations and Financial Condition | 2.02 On May 21, 2014, Registrant issued a news release announcing its unaudited earnings and results of operations for the first quarter ended April 30, 2014. | a8k05212014.htm |
| 2014-05-19 | 8-K | 2014-05-19 | 8.01 Other Events | 8.01 On May 15, 2014, Registrant entered into an Amendment No. 4 to each of the three year credit agreement and the five year credit agreement (each, a “Credit Agreement”), each dated as of December 21, 2011, by and among Registrant, Tiffany and Company, Tiffany & Co. International, Tiffany & Co. Japan Inc. and each other Subsidiary of Registrant that is a Borrower and a signatory thereto, and The Bank of New York Mellon, as Administrative Agent, ABN AMRO Bank N.V. and Standard Chartered Bank, as Co-Syndication Agents, and JPMorgan Chase Bank, N.A. and Mizuho Corporate Bank (USA), as Co-Documentation Agents. | a8k05192014.htm |
| 2014-04-11 | 8-K | 2014-04-11 | 8.01 Other Events | 8.01 On April 11, 2014, Registrant issued a news release announcing that Patrick B. Dorsey, its Senior Vice President, Secretary and General Counsel, will retire on May 22, 2014. | a8k04112014.htm |
| 2014-03-31 | 8-K | 2014-03-31 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | a8k03312014.htm |
| 2014-03-21 | 8-K | 2014-03-21 | 2.02 Results of Operations and Financial Condition; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 2.02 On March 21, 2014, Registrant issued a news release announcing its unaudited earnings and results of operations for the fourth quarter and full year ended January 31, 2014. 5.03 On March 20, 2014, Registrant’s Board of Directors (the “Board”) resolved to amend section 2.02 of Registrant’s Amended and Restated By-laws (the “By-laws”) to provide that director nominees must be younger than 74 years of age (rather than 72 years of age, as set forth in the By-laws prior to such amendment) when elected or appointed to the Board. 8.01 Registrant makes various grants and awards of cash, stock and stock units, and provides various benefits, to its executive officers and other management employees pursuant to its 2005 Tiffany & Co. Employee Incentive Plan, as amended and restated, and pursuant to various retirement plans, formal agreements and informal agreements. | a8k03212014.htm |
| 2014-03-19 | 8-K | 2014-03-19 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 19, 2014, the Registrant announced that Ralph Nicoletti will become its next executive vice president and chief financial officer, effective April 2, 2014. | a8k03192014.htm |
| 2014-02-04 | 8-K | 2014-02-04 | 9.01 Financial Statements and Exhibits | 9.01 10.36 First Amendment to Guaranty Agreement, dated as of January 27, 2014, to the Guaranty Agreement, dated as of July 19, 2013, by and between the Registrant and Mizuho Corporate Bank (China), LTD., as Facility Agent. | a020420148k.htm |
| 2014-01-17 | 8-K | 2014-01-17 | 8.01 Other Events | 8.01 On January 14, 2014, Registrant entered into (collectively, the “Amendments”) (a) Amendments to (i) the Note Purchase Agreement, dated as of February 12, 2009, by and among Registrant, and Berkshire Hathaway Assurance Corporation, General Re Life Corporation, and Berkshire Hathaway Life Insurance Company of Nebraska; (ii) the Amended and Restated Note Purchase Agreement, dated as of July 25, 2012, by and among Registrant, and Prudential Investment Management, Inc., The Prudential Insurance Company of America, Forethought Life Insurance Company, Pruco Life Insurance Company of New Jersey, Pruco Life Insurance Company, The Lincoln National Life Insurance Company, Farmers New World Life Insurance Company, MTL Insurance Company, Globe Life and Accident Insurance Company, and Liberty National Life Insurance Company; (iii) the Amended and Restated Note Purchase Agreement, dated as of July 25, 2012, by and among Registrant, and Metropolitan Life Insurance Company, General American Life Insurance Company, MetLife Reinsurance Company of Vermont, MetLife Alico Life Insurance K.K., and Union Fidelity Life Insurance Company; and (iv) the Note Purchase Agreement, dated as of September 1, 2010, by and among Registrant, and Metropolitan Life Insurance Company, MetLife Insurance Company of Connecticut, and New England Life Insurance Company (items (i) - (iv), collectively, the “NPAs”), and (b) Amendments No. 3 to each of the three year credit agreement and the five year credit agreement (collectively, the “Credit Agreements”), each dated as of December 21, 2011, by and among Registrant, Tiffany and Company, Tiffany & Co. International, Tiffany & Co. Japan Inc. and each other Subsidiary of Registrant that is a Borrower and a signatory thereto, and The Bank of New York Mellon, as Administrative Agent, ABN AMRO Bank N.V. and Standard Chartered Bank, as Co-Syndication Agents, and JPMorgan Chase Bank, N.A. and Mizuho Corporate Bank (USA), as Co-Documentation Agents. | a8-k01172014.htm |
| 2014-01-13 | 8-K | 2014-01-13 | 8.01 Other Events | 8.01 On January 8, 2014, Registrant entered into an Amendment No. 2 to each of the three year credit agreement and the five year credit agreement (collectively, the “Credit Agreements”), each dated as of December 21, 2011, by and among Registrant, Tiffany and Company, Tiffany & Co. International, Tiffany & Co. Japan Inc. and each other Subsidiary of Registrant that is a Borrower and a signatory thereto, and The Bank of New York Mellon, as Administrative Agent, ABN AMRO Bank N.V. and Standard Chartered Bank, as Co-Syndication Agents, and JPMorgan Chase Bank, N.A. and Mizuho Corporate Bank (USA), as Co-Documentation Agents. | a8-k01132014.htm |
| 2014-01-10 | 8-K | 2014-01-10 | 7.01 Regulation FD Disclosure | 7.01 On January 10, 2014, Registrant issued a press release announcing its unaudited sales figures for the period from November 1 to December 31. | a2013holidaypressrelease8-k.htm |