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Coach Inc. (NYSE:COH)

Bank of America Merrill Lynch Consumer & Retail Conference

March 12, 2013; 09:20 a.m. ET

Executives

Lew Frankfort - Chairman

Victor Luis - President, Chief Executive Officer & Chief Commercial Officer

Michael Tucci - President - North American Group

Jane Nielsen - Chief Financial Officer, Executive Vice President & Chief Accounting Officer

Andrea Resnick - Senior Vice President of Investor Relations & Corporate Communications

Analysts

Unidentified Participant

[No presentation for this event].

Question-and-Answer Session

Unidentified Participant

We started with Coach. Thanks everybody for coming. We have a full house today and we have a full house from Coach’s management team, including Lew Frankfort, Victor Luis, Michael Tucci, Jane Nielsen and Andrea Resnick in the audience here, who can jump up at any time to answer questions if needed.

I was going to just kick off each of the presentations this morning by asking for some general thoughts on the U.S. consumer. I know there’s been a lot of mixed data points out there and I think the first thing we wanted to get your take on is your consumer, how is she feeling, how is spending and any thoughts you might have?

Victor Luis

Good morning everybody. When I came into the room, I noticed that it’s unusually quite. It was a den (ph) like feeling in the room, but see if we can get some of you animated.

Okay, in terms of the consumer, I’m pleased that it’s really not remarkably changed. The consumer continues to be cautious. We know that she’s also resilient and the trends that existed relative to our mall traffic or relative to our spending in the fall has continued into the spring.

We all know that December was a particularly soft month in the United States. January was stronger. Weather affected the country later in January into February and for those of us who look at weather maps, it looks as if we are moving obviously into a spring period.

Where I’d like to just focus for a moment is resiliency of the American consumer. In 2008 into 2009 the American consumer really learned a great deal. Many of us and many of the end consumers thought the world as we knew it was forever changed. The world came back in the end and the consumer adapted. Obviously there are -- additional taxes are being deducted from people’s salaries. Income rates of course are higher.

But the consumer herself and both the male and female consumer believes that the world is going to be steady relative to our consumer and many of the other brands also that you are going to meet today, address a consumably, reasonably high household income. More than half of our consumers are college graduates and I think all of you know that the unemployment rate among graduates is in the 3.7%, 3.8% level and that is about half of the national average.

And I’m going to perhaps answer a question that you have not asked. I mean, I’d see our category accessories continuing to grow unabated. We believe during this calendar year the category in North America will grow by 5% to 10%. A good part of that is continued deflation in women’s apparel and as you know, a small reduction in women’s apparel spending can provide a bit of a shift towards accessories as there is. It can provide a very big impetuous to growth. So largely the same that it was during the holiday season.

Unidentified Participant

Thank you and then just continuing on that, with the handbag market continuing to grow 5% to10%, can Coach maintain a growth share from here and what are the strategies around trying to do that?

Victor Luis

That’s a very broad question. First, we believe that we can and that we will grow our women’s handbag and accessories, doing our planning cycle at least in line with the category. And obviously, we are at a moment in time where we are in the midst of implementing a multi-year, a transformative set of strategies to endue more emotion into our brand and that is well under way. It started with men’s more than two years ago and men’s, our growth continuous unabated and it looks as if men’s is growing at about a 50% rate.

Our foray into what we might call apparel actually began many years ago with our outerwear and related categories such as scarves, gloves, hats, other cold weather products and our outerwear has gained a lot of traction. And as we’ve said previously, in certain countries such as China, it’s as much as 20% to 25% of our sales in flagship stores.

The latest introduction is a re-launch of Coach shoes. I invite all of you to visit our 57th street store, particularly if you’re a woman or you believe you could judge good-looking shoes that fit well and can meet your needs. We are in the midst of a global re-launch of footwear, although the actions among consumers trade editorial is terrific and we are really excited about what that can do for the brand and our business.

And during the holiday quarter we will be launching a capsule group of ready to wear that will really provide a head-to-toe look. That would be featured in our windows, in our communications, in our all consumer facing media. It will be a capsule group. The focus is really to add a halo to the brand and at the same time to focus on key classifications such as our outerwear and footwear that we know can drive very strong business.

So all of it to galvanize as a leadership team on this initiative and the adversity we are confronting, the relative adversity is actually quite motivating. We’ve done it before and we have confidence and we are going to do it again.

Unidentified Participant

It seems like you’ve taken a lot of steps to transform the Coach brand into more of a lifestyle brand. Do you think that will cause a halo effect to your handbag business or are there other specific drivers that you can use to maintain your share in that handbag specific business?

Victor Luis

I focus primarily on product that when we talk about adding a halo to the brand kit and giving more emotion, its any product as I commented; so much so in environment and its in marketing, so it’s the totality. We have strengthened our creative team significantly, starting actually more than two years ago and we have broadened our several, very strong, proven leaders in the design environment and marketing side and we know that we have the right players to bring us to the next.

Unidentified Participant

And then Mike, maybe you could talk a little bit about the North American stores business and what metrics you think you can use to really drive the business.

Mike Tucci

Sure, of course. The three primary metrics that we measure the business against are conversion, ticket or ADT and traffic. Our stores are gold, specifically around conversion and their ability to impact ticket and frankly over a long period of time, we’ve been very successful in impacting those two metrics.

Some of what’s behind that is new category growth and there’s an example. I believe shoes will be a conversion driver for us longer term. Shoes potentially will be a traffic driver for us.

One of the things we are seeing today around ticket which we’re excited about, building on what we saw in the fall season is the shift towards leather, which is helping from a mix standpoint, from an AUR standpoint and on the factory side we’ve done some interesting things in terms of marketing, positioning and pricing, which is driving handbag mix and our total ticket which is having a positive impact on ADT as well. So we are looking at a store level, how to do we impact conversion and how do we impact ticket.

I think we see traffic as more of a lagging indicator and something that builds or is impacted over a set of actions and strategies over a longer period of time and I think your probably sick to death of hearing about the traffic challenges more generally in the marketplace, but that’s the reality that we have to fight against everyday. The mall has less people in it today than it did a year ago.

Unidentified Participant

As you transform the stores into more of a lifestyle offering, how will they change with the presentation of footwear, apparel? Is there a lot that needs to happen within the stores to be able to provide all these products for your customers?

Mike Tucci

Yes, it’s a great question. We are doing a lot of work on this and this actually dovetails into how we actually look at the business. Not only within our own stores, but also in department stores, to make sure that there’s a synergy in terms of what the brand is saying.

There are some things that we’re doing. As an example, in full price we are beginning to look at space within our existing stores, reclaiming space. So we are moving secondary cash wraps, replacing those spaces with shoe environments. Opening up the selling core for more fixturing (ph), going to mobile POS, which is an enabler. The old sort of large antiquated cash wrap transaction or experience in the store is something that we don’t need anymore.

So over a period of years, hopefully not too many, we will transform our transaction experience, reclaim that space in both full price and factory and allow us to show more product essentially in the same footprint. Longer term and with a lot of exploration, we’ll determine whether or not store size and format needs to change dramatically.

We’ve looked at certainly our top 50 locations in our full priced stores and our top 75 locations in our factory stores and believe that the footprints today allow us to do a lot of work in the near term without expanding. That’s reclaiming space, repositioning, devoting more space to growth categories and using that space more productively.

On the wholesale side, it’s purely a function of being more competitive in the top 100 locations in North America, where we are competing in a very robust category. I’d like to call it the wilderness, when you walk into a big departments store. We are in that zone. We have to compete very aggressively, where your peers invest there more aggressively.

Be much more bold, start to think about more categories in the wholesale channel. Could jewelry be a viable category for us and how do we look when we look at our shoe business, which typically fits adjacent to or in the proximity of handbags. And our handbag business, are we competitive? Are our assortments balanced and that we are putting our best foot forward in shoes as well.

Unidentified Participant

And so how many wholesale locations do you think you’ll update this year as your first?

Mike Tucci

Our goal is to get between 25 and 40 done by the end of this year, fiscal year, and then we are actually going in and looking across the board from a wholesale standpoint at positioning.

There’s something very significant available to us in the wholesale channel, which is to begin to transform from a closed sale, case line business, which is the majority of our presentation outside of shop-in-shops. Its over 200 doors as an example within Macy’s, transform those from closed sales to open sales.

We have a pilot going on that we’ll launch next month in one store locally, we’ll lead that. That’s something that we see that can be significantly transformative and open the Coach business up from a selling standpoint.

Unidentified Participant

Great. Victor, just turning to you for a minute, I’m hoping to hear a little bit about your priorities for the business as you look over the longer term.

Victor Luis

Sure. Well first, as you walk out and seeing Lew Frankfort is alive and kicking and full of energy and very much focused on executing our agenda. My focus I would break it down into two phases if you will of course. In the shorter term, into the medium term and is very much about executing with Lew’s partnership and Mike and the rest of the great management team that we have in place; this transformation strategy.

Transformation is not new to Coach. We are really talking about this being the very important third major chapter of Coach. The first chapter of course is prior to our IPO, where many of you in this room know Coach as a leather supplier, basically men’s wallets and belts and of course leather handbags and a traditional library store type of setting, where they were all lined up.

With of course Reed and Lew’s partnership, we transformed ourselves into much more of a fashion brand, adding color, vibrancy, fundamentacy and more recently some fun into the brand and now we’re really talking about a much fuller transformation, where the consumer will be able to see through imagery, through our marketing, through the in-store experience, the full expression of the Coach Women and the Coach Men.

That is the transformation that as we talked about is going to take first and foremost, place through our products, through our stores and through our marketing, and in my role over the next 12 to 214 months I will be especially focused with our merchandizing teams and showing that we can execute that. It’s a global strategy. This is not just a North America focused strategy. So there is increased complexity for us to ensure consistency in our global rollout, which is now approximately 1,000 locations across the world.

Of course, partnering with our marketing teams to ensure that the marketing resonates and then of course throughout our store network globally as well through the execution of store environments, visual merchandizing and as well of course through our windows.

Over the longer term we have very clearly defined strategic initiatives that we continue to focus on. Of course amongst those is our continued global rollout, with a special focus on Asia and China being a very important opportunity that we continue to be focused on in developing. And then of course through the wholesale partners outside of Asia, in Europe we’re at our infancy, as well as Latin and South America.

In addition to that, of course we’ve been focused on the growth of our men’s business. That is the business that in the last two years has been growing at a 50% growth to north of $600 million this year and of course we see a continued growth there and we are very focused on that.

In the men’s business we’ll be joined as we mentioned through other product categories as growth initiatives, with shoes and outerwear being areas of focus in the years, weeks, years, months ahead.

Beyond that, of course we are very focused on the digital space and that is as well a global strategy. We’ve seen tremendous success in our rollout of our digital strategies here in the U.S. in the recent couple of years and we are beginning now with eCommerce in China very recently and previously of course in Japan and then in addition of course leveraging the web as a global marketing tool for us through social media, where we’ve seen very good success both here in the U.S. and internationally.

And lastly of course is our continued focus on the all-important North American market, and ensuring that we are engaging with our core consumer in a way that continues to resonate with her.

Unidentified Participant

You mentioned China, that there was a big opportunity. Can you give us an update on where you are in your growth trajectory?

Victor Luis

Sure. We remain, of course incredibility excited about China, both in the short term and of course especially in the long term. It is a market where as many of you know from our last call, we grew last quarter 40% driven by both distribution and double digit comps. In this fiscal year remain on targets to achieve at least $400 million U.S., following up on the $300 million or so that we achieved last year.

We begin to see many signs that points to a very positive direction for us. Of course the most important being that our products continues to resonate. We have in China from a very early stage given the fact that we are starting with new distribution, given the fact we are new to the market with much more of a lifestyle presentation in that market.

And as Lew mentioned in this opening remarks, that is paying off nicely as we have seen especially in this last quarter, where pushed outerwear to new levels, with outerwear above 20% penetration in our flagship locations and now in the quarters ahead we will see it continue to roll out into even more locations.

We have a tremendous amount of confidence of course in the longer-term macro economic environment. We see a middle class that continues to grow, we see government policy very much favoring domestic led consumption and we know that consumption is still today at approximately 35% of China’s GDP, which relative to the U.S., where we are today, I believe north of 70%.

In addition, distribution continues to be very attractive and very much favoring our multi-channel rollout. We are seeing continued rollout in second and third tier cities of luxury shopping malls, department stores continuing to develop and to elevate themselves and slowly the beginning of the burgeoning outlets, more channel as well.

When we think about a market where there is today based on the latest, we just received the latest economist intelligent unit numbers, which show today approximately 210 cities with a population of 1 million or more growing to over 230 by 2017, which is very much in-line with again government policy towards urbanization. There are a lot of macro trends that give us a tremendous amount of confidence on the long-term opportunities in that market.

Unidentified Participant

You are making some big investments in other areas of Asia, where you’ve just bought in some of our wholesale partners. Can you talk about the potential growth opportunities in those regions?

Victor Luis

Sure. Well, of course our largest market in Asia is Japan and following on that we brought back our China business and more recently as many of you are aware, we’ve taken back Singapore, Malaysia, Taiwan with the most recent acquisition being Korea.

In all of these markets we’ve had initial developments via distribution partners with our acquisition of the China business and the investments that we have been making in the infrastructures to support those business, but we made the decision to bring in the rest of Asia where we could lever those investments.

So we have those investments specifically referred to major Asia distribution center based out of Shanghai, as well as the shared services center where transactional accounting, HR support, IS, logistics and other support function can support the entire region also based out of Shanghai.

Now what we have seen in all of these acquisitions is that after an initial period of investment and the investment is obviously in bringing the teams in-house, structuring ourselves to run the business directly. Of course the results over the initial year of investment is in the buyback of the inventory, because we are buying back generally the first six months or so of inventory from our wholesale partners at their cost from us. So there is an initial dilution to the gross margin, which once we comp the year will allow us to gain some leverage.

That we are able to see a significant change in the trend of the comp of these businesses. That has been our experience and we are very confident in doing so in the years ahead as we manage these businesses directly with all of our know-how and all of our structure and scale.

Unidentified Participant

Great. It think its pretty good, the revenue opportunities from the transformation. But maybe we could hear a little about the market implication with some of the changes you are marking in the stores.

Jane Nielsen

Sure. I think that our first focus for the lifestyle categories that we are focused on is really our strategy is focused on driving operating profit dollar growth. So we are viewing these opportunities from the lens of incrementality.

These are incremental sales. The leverage as Mike talked about are fixed cost infrastructure in our store base, the labor that we have in the stores. So we see these as a huge opportunity to drive incremental growth, to drive incremental operating profit dollar growth and that with our operating margin structure today, that that will be very attractive from an ROIC basis. So we are continuing to focus on maintaining our very high operating margins and driving that incremental growth with lifestyle categories.

There are a lot of things that go into our operating profit margin. The efforts that we have going on sourcing, our efforts on our manufacturing diversification, SG&A leverage, all geographic mix, all part of that mix and this is really an opportunity for fixed cost leverage and driving incrementality.

Unidentified Participant

Great, and then when you think about the balance sheet, we’ve seen some of the other retailers take on a little bit of debt, do some buybacks, special dividends. Is there any opportunity for you to optimize the balance sheet from where you are today?

Jane Nielsen

Our focus is fairly clear in terms of priority. Our number one priority, given or ROIC, which is in excess of 50% is to invest in the growth in our business. So that’s our number one priority for cash.

As we think about returning cash to shareholders, since our dividend initiation in 2009, we’ve grown our dividend and we are committed to our dividend as a powerful means to return cash to shareholders. The other thing that we look at is share repurchases, which is really the residual. As we look at those opportunities.

From the debt standpoint our cash flow outlook for the business is very strong. We have a very powerful cash flow generation business, but we are not averse to taking on debt and we’ll take on debt for strategic long-term assets. But that’s our focus right now, debt for investment and asset, not necessarily a restructuring opportunity from a financial standpoint.

Unidentified Participant

Great. I want to make sure that we have time for some questions. So maybe as we queue, I’ll ask just one last one. Well, I think you said that there is new competition that’s been very invigorating to you and your process. For any of you on stage, well you could elaborate a little bit on how you plan to really defend and grow your market share in light of the effect of competition in the industry.

Victor Luis

Sure. I think Lew touched on this indirectly in many ways, but it is about the relevance of the Coach brand and it is about differentiating ourselves.

The brand exists in the mind of the consumer and we have a lot of very solid core equities that we own, that no direct competitor has: heritage, history, quality, craftsmanship. We’ve layered on as I mentioned some fundaminity and bits of fashion.

With our transformation what we are doing is we’re viewing the brand with increased fashion credibility and taking more space, which allows us to much more effectively leverage not only these new categories, but also continue to view fashion credibility within the core business and leverage what we know how to do incredibly well, which is execute and improve innovation.

So we are very focused on what the Coach brand has to do and focus on our consumer and the markets, and in doing so I’m sure that we will differentiate ourselves and then view ourselves with the emotional content that gets to the relevance in maintaining our current consumers, as well as bringing new consumers into the franchise.

Unidentified Participant

Great. And just wait for a microphone please.

Unidentified Participant

Yes, just getting into the competition and the gross margins, you’ve done a wonderful job with growing this firm. I mean its one of the great growth stores of all time and really kudos to yourself.

It seems like the first time you are really starting to have competition with Michael Kors. They earned almost $2 billion. It looks like they are going to go to $4 billion in the next three to four years, and you are not growing. The markets growing, but you are not growing. So just try to give us a little more insight into that.

But just getting to the gross margin part, one of the things that I guess worries now my firm is that you guys are operating at 74 gross margins and Kors is 60 or less. So it just seems that there’s either they are putting more products into the product or they are low prices. So it seems like you have to deal with that price issue. If you could just give a little more granularity on that high level of competition, which we really haven’t seen in the gross margins.

Lew Frankfort

I’ll take this one. First, we are not a stranger to our competition. In the middle part and late part of the 1990’s there were new competitors that confronted us. European brands such as Gucci, new fashion brands such as KSpade and below us manufactures of accessories such as Nine West who imitated the European fashion brands. So we found ourselves with a new set of competitors and as Victor said in our first chapter, we were what we might call a Classic House of Leather.

For those of you over 35 you might remember our unlined briefcases, our bags, our accessories. What we did was understand with our core equities such as Finewear and when you brand those through a transformation, what’s essential is to understand who you are and who you are not. And in the last 90s we knew we stood for function, quality, classic, styling, excellent value and we added on layers of personality as Victor mentioned; fashion, femininity, fun, and it transformed Coach and along the way we transformed the industry.

We are now in the situation 15 years later, where we have a new set of competition with a category four or five the size and we understand what our brand is, who our consumer is and what we need to do consistent with the personality of our brand, to add that additional layer of excitement that can be endue our fashion credibility and are much more in motion and we believe that we have the key, we have the vision and we have clarity about what should be done, we’ve done it before. It does require hard work and focus and single mindedness at this and we have all of that.

In terms of gross margins, it’s very hard to compare one business to another and look at a single metric. We are a global business. We operate most of our business direct, which lends itself the higher margins. Some of our competitors have larger wholesale businesses, which lead to lower gross margins and each brand is different.

We are not concerned with maintaining our gross margin. We are focused on operating margin. However, we are also focused on maintaining gross margin and there’s many factors that go into it as Jane indicated. Part of what goes into it is not only counter sourcing. Our globalization helps improve gross margins and as our business grows disproportionately and outside the Untied States that enhances gross margins, and we know how to run a business and you guys just have to figure out whether you have confidence or not.

I’m sorry, I was asked to clarify a statement that this young man said, that we are not growing. Lorain reminded me, we are growing of course and last quarter we did not grow at the same double-digit rates that we are accustomed to growing.

Unidentified Participant

Lew, to your last point, obviously you have a long history of overcoming challenges that are thrown your way. Mr. Market right now is not giving you the benefit of a doubt. Some investors do still believe that you’ll be able to overcome this. For those of us who believe that you can have better days ahead, what timing should we look for and what kind of metrics should we look for in terms of knowing that the tweaks that you are making are in fact working.

Lew Frankfort

Jane, how would you like me to answer this question. I must say that I tend to have some debating factors with my advisors, but how would you want to answer this?

Jane Nielsen

Well, I think from what we’ve talked about is that you’ll see the first expression. Its not a complete expression of the lifestyle categories in the market in holiday FY14. So it’s the start of what you’ll see as we mentioned, sort of head to toe. But we do view this as a multi-year journey.

In terms of, in viewing the emotion in the brand; in terms of really expanding that expression of Coach, head to toe expression of women, this is not a one or two quarter. This is a multi-year journey. We used to talk about our planning horizon in the industry over the course of three years.

Lew Frankfort

And I’ll just close by saying holiday quarter this calendar year.

Unidentified Participant

Could you give us some more detail on your eCommerce strategy here in the U.S. and what things you are doing to maintain the growth there?

Victor Luis

Sure. It’s been a great channel for us. We started several years back. Viewing it more as a marketing and engagement channel, where we were not necessarily seeing significant revenues online. And it quickly has moved from engagement in marketing to a very strong revenue growth opportunity across both price and factory used differently.

Our fastest growing channel, highest level of engagement with time on the site, behaving in a very healthy manner, we still see that the number reason that someone comes to visit coach.com is to pre-shop store, so that duality between the store experience and the ability to engage online and how we tie those two things together, how we being the digital experience into our stores is a tremendous opportunity for us.

The business has grown substantially over the last several years. We continue to see growth opportunity here. It’s a reality guys that the digital space is growing at a significantly faster clip than the traditional retail space. We have a brand where the consumer is really anxious to participate online, both through our eComm strategy, our digital, our social strategy, and as we bring that strategy deeper into the organization, including our stores, we only see it growing it future.

We will continue to explore how we take this business global from an eCommerce standpoint. Today we are largely a marketing effort outside of North America. I think that from a future standpoint there is opportunity from eComm channel as well.

It’s been our fastest growing channel from a traffic and revenue standpoint. We haven’t really commented more specifically than that. I think that trend will continue.

Unidentified Participant

We have time for one more question.

Unidentified Participant

Yes, I just had a question about the – clearly there’s a focus to the shift to the lifestyle brand. I’m curious why that shift today versus in the past. I remember talking to you guys a few years ago when you talked about how there was some of these other brands that were trying to move into handbags, apparel company and how historically they haven’t had much success. You couldn’t really transfer the brand and it seems like you guys are trying to go backwards if you will. Why today versus any other time in your history?

Lew Frankfort

I’ll take that. First, this has been a broad based initiative of Coach over the last two plus years. What has enabled us are the two take additional steps with confidence, are several factors. One is having a very strong and empowered design and merchandising team in place, with the latest additions joining us in the last few months.

Second, is great success with our Pirates and our forays into our categories such as outwear and of course we’ve had a vibrant footwear business and we are re-launching it to more mirror the brand.

Third is our consumer insights that tell us through our success in categories such as jewelry. Somewhere fragrance, that there is a willingness and a very strong purchase intent of when we can provide consumers with the right merchandize. The difference today from our, lets call it our new competitors, they did not really shift from apparel to accessories, they built accessories as a major corner store of their brand, along with apparel and our footwear.

I’ll just add one other piece that is very important. We are and we’ll continue to be an accessories brand. What we do in the lifestyle side will be anchored by bags and accessories. We expect and consist that among ourselves and we continue on the women’s side, bags and accessories to grow at least the same rate as the category. This is a halo, its an umbrella that also has very strong commercial opportunities and key classifications.

So we feel very good about where we are heading and single-minded, and what I have said to many of you before, stay tuned.

Unidentified Participant

I think we are out of time. Thanks so much to the management team for presenting today.

Victor Luis

Thank you.

Lew Frankfort

Thank you.

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