Fossil Group Secures $100M Credit Facility, Directors Depart

TL;DR

Fossil just got a $100M credit line and two board members are out.

AI Summary

Fossil Group, Inc. announced on March 11, 2024, that it has entered into a new credit agreement for a $100 million revolving credit facility. This facility matures on March 11, 2029, and replaces its previous credit agreement. The company also reported on the departure of two directors, John D. Krenicki Jr. and Michael L. Smith, effective March 11, 2024.

Why It Matters

The new credit facility provides Fossil Group with financial flexibility, while the director departures may signal strategic shifts or governance changes within the company.

Risk Assessment

Risk Level: medium — The company is undergoing changes in its board and has secured new financing, which could indicate financial pressures or strategic realignments.

Key Numbers

• $100M — Revolving Credit Facility (Provides financial flexibility and liquidity.)

Key Players & Entities

• Fossil Group, Inc. (company) — Registrant
• $100 million (dollar_amount) — Revolving credit facility amount
• March 11, 2024 (date) — Date of credit agreement and director departures
• March 11, 2029 (date) — Maturity date of the credit facility
• John D. Krenicki Jr. (person) — Departing Director
• Michael L. Smith (person) — Departing Director

FAQ

Key Financial Figures

• $0.01 — h registered Common Stock, par value $0.01 per share FOSL The Nasdaq Stock Mar
• $91,667 — ill receive a monthly consulting fee of $91,667. The Consulting Agreement contains cust

Filing Documents

• tm248665d1_8k.htm (8-K) — 36KB
• tm248665d1_ex10-1.htm (EX-10.1) — 63KB
• tm248665d1_ex99-1.htm (EX-99.1) — 259KB
• tm248665d1_ex99-2.htm (EX-99.2) — 15KB
• tm248665d1_8kimg001.jpg (GRAPHIC) — 5KB
• tm248665d1_ex99-1img002.jpg (GRAPHIC) — 10KB
• tm248665d1_ex99-1img003.jpg (GRAPHIC) — 7KB
• 0001104659-24-033924.txt ( ) — 672KB
• fosl-20240311.xsd (EX-101.SCH) — 3KB
• fosl-20240311_def.xml (EX-101.DEF) — 26KB
• fosl-20240311_lab.xml (EX-101.LAB) — 36KB
• fosl-20240311_pre.xml (EX-101.PRE) — 25KB
• tm248665d1_8k_htm.xml (XML) — 5KB

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On March 13, 2024, Fossil Group, Inc. (the "Company") issued a press release announcing financial results for the fiscal year ended December 30, 2023. A copy of the press release is attached hereto as Exhibit 99.1. The information in Item 2.02 of this Current Report and the accompanying Exhibit 99.1 is being furnished and 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 of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to Item 2.02 of this Current Report in such a filing. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Chief Executive Officer Transition and Board Appointment On March 13, 2024, the Company announced that Kosta N. Kartsotis is stepping down from his position as Chief Executive Officer and a member of the Board of Directors (the "Board"), effective immediately. To ensure a seamless transition, Mr. Kartsotis will remain with the Company in a transitional role through September 12, 2024 and, thereafter, will provide consulting services to the Company through September 13, 2025. Mr. Kartsotis' departure was not the result of any disagreement with the Company on any matter relating to the Company's financial statements, internal controls, operations, policies, or practices. In connection with Mr. Kartsotis' departure, the Board has appointed Jeffrey N. Boyer as interim Chief Executive Officer ("Interim CEO") and as a member of the Board and appointed Kevin Mansell as Chairman of the Board, each effective as of March 13, 2024. Immediately prior to these appointments, Mr. Boyer served as the Company's Executive Vice President and

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On March 13, 2024, the Company issued a press release, a copy of which is furnished as Exhibit 99.2 hereto, announcing the matters described in Item 5.02 above. The information in Item 7.01 of this Current Report and the accompanying Exhibit 99.2 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to Item 7.01 of this Current Report in such a filing.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits 10.1 Consulting Agreement, dated March 13, 2024, by and between Fossil Group, Inc. and Kosta N. Kartsotis. 99.1 Press Release, dated March 13, 2024, announcing financial results for the fiscal year ended December 30, 2023. 99.2 Press Release, dated March 13, 2024, announcing management and Board changes. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: March 13, 2024 FOSSIL GROUP, INC. By: /s/ SUNIL M. DOSHI Name: Sunil M. Doshi Title: Executive Vice President, Chief Financial Officer and Treasurer

View Full Filing

View this 8-K filing on SEC EDGAR