SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): NOVEMBER 3, 2004
TOMMY HILFIGER CORPORATION
(Exact Name of Registrant as Specified in its Charter)
BRITISH VIRGIN ISLANDS 1-11226 98-0372112
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification)
incorporation) Number)
9/F, NOVEL INDUSTRIAL BUILDING, 850-870 LAI CHI KOK ROAD, CHEUNG SHA WAN,
KOWLOON, HONG KONG
(Address of principal executive offices)
852-2216-0668
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(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The information under this caption is furnished by Tommy Hilfiger Corporation
(the "Company") in accordance with Securities and Exchange Commission Release
No. 33-8216. This information shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly set forth by
specific reference in such a filing.
On November 3, 2004, the Company issued a press release describing its pre-tax
financial results for the second quarter ended September 30, 2004 of its 2005
fiscal year. A copy of the press release is attached as Exhibit 99.1 to this
report.
The press release attached as Exhibit 99.1 contains a non-GAAP financial measure
within the meaning of Regulation G promulgated by the Securities and Exchange
Commission. To supplement fiscal second quarter pre-tax income financial results
presented in accordance with GAAP, the Company is presenting a non-GAAP measure
of pre-tax income for the six months ended September 30, 2003. This non-GAAP
measure is adjusted from results based on GAAP to exclude the effect of a
favorable litigation settlement in the quarter ended June 30, 2003.
The Company believes that this adjusted financial result provides a more
meaningful comparison of its ongoing pre-tax results of operations. In addition,
management uses these measures for reviewing the core operating results of the
Company and for budget planning purposes. Non-GAAP measures should be considered
in addition to results prepared in accordance with GAAP, but are not a
substitute for or superior to GAAP results.
ITEM 8.01. OTHER EVENTS
On November 3, 2004, the Company issued a press release announcing the actions
that the Company is taking as a result of the previously announced investigation
by the U.S. Attorney's Office for the Southern District of New York.
A copy of the press release is attached as Exhibit 99.2 hereto and is hereby
incorporated herein by reference.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
99.1 Press release, dated November 3, 2004.
99.2 Press release, dated November 3, 2004.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunder duly authorized.
TOMMY HILFIGER CORPORATION
By: /s/ Joseph Scirocco
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Name: Joseph Scirocco
Title: Chief Financial
Officer, Senior Vice
President and
Treasurer
Date: November 3, 2004
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Press release, dated November 3, 2004.
99.2 Press release, dated November 3, 2004.