| Item 7.01 |
Regulation FD Disclosure. |
On November 4, 2025, Fossil Group, Inc. (the “Company”) issued a press release announcing that, in connection with the previously announced single meeting (the “Plan Meeting”) to be held on Thursday, November 6, 2025, in respect of the Company’s US $150,000,000 7.00% Senior Notes due November 30, 2026 (the “Notes”), access to evidence filed by the Fossil (UK) Global Services Ltd (the “Plan Company”), a subsidiary of the Company, will be available to persons who are or may be creditors of the Plan Company in respect of the Notes (the “Plan Creditors”) on Friday, November 7, 2025 in advance of the hearing (the “Sanction Hearing”) before the High Court of Justice of England and Wales (the “Court”) in order to sanction the restructuring plan proposed pursuant to Part 26A of the Companies Act 2006 (as amended) in respect of the Notes (the “Restructuring Plan”).
At the Plan Meeting, Plan Creditors will consider and, if thought fit, approve (with or without modification, addition or condition approved or imposed by the Court) the Restructuring Plan. The Sanction Hearing is expected to be held at the Royal Courts of Justice, Rolls Building, Fetter Lane, London EC4A 1NL, United Kingdom on November 10, 2025. The exact time and location will be confirmed and published by the Court by 4:30 p.m. (London time) / 11:30 a.m. (New York City time) on November 7, 2025 on the Insolvency & Companies Court Cause List.
A copy of the press release issued on November 4, 2025 is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Item 7.01 by reference.
The information furnished in Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits
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Exhibit No. |
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Document Description |
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| 99.1 |
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Press Release, dated November 4, 2025. |
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| 104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
Forward-Looking Statements
This report contains statements that are not purely historical and may be forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can be identified by words such as “anticipate,” “target,” “expect,” “estimate,” “intend,” “plan,” “aim” “seek,” “believe,” “continue,” “will,” “may,” “would,” “could” or “should” or other words of similar meaning. There are several factors which could cause the Company’s actual plans and results to differ materially from those expressed or implied in forward-looking statements and these forward-looking statements are based on information available to us as of the date hereof and represent management’s current views and assumptions. Such factors include, but are not limited to: risks related to the success of our restructuring and turnaround plans; risks related to strengthening our balance sheet and liquidity and improving working capital; risks related to our planned non-core asset sales; increased political uncertainty; the effect of worldwide economic conditions, including recessionary risks; the effect of pandemics; the impact of any activist shareholders; the failure to meet the continued listing requirements of NASDAQ; significant changes in consumer spending patterns or preferences and lower levels of consumer spending resulting from inflation, a general economic downturn or generally reduced shopping activity caused by public safety or consumer confidence concerns; interruptions or delays in the supply of key components or products; acts of war or acts of terrorism; loss of key facilities; a data security or privacy breach or information systems disruptions; changes in foreign currency valuations in relation to the U.S. dollar; the performance of our products within the prevailing retail environment; customer acceptance of both new designs and newly-introduced product lines; changes in the mix of product sales; the effects of vigorous competition in the markets in which we operate;
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