UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________
FORM 8-K
CURRENT REPORT
_______________________
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report: December 3, 2007
TIFFANY & CO.
(Exact name of Registrant as specified in its charter)
Delaware 1-9494 13-3228013
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
727 Fifth Avenue, New York, New York 10022
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 755-8000
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 (see General Instruction A.2. below):
[ ] 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 8.01 Other Events.
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On December 2, 2007, Registrant reached agreement with respect to, and announced
through a joint press release, a strategic alliance with The Swatch Group Ltd.
("Swatch Group") to further the development, production and worldwide
distribution of TIFFANY & CO. brand watches. Swatch Group will incorporate a new
watch-making company in Switzerland ("Watch Company"). Watch Company will be
authorized to use the TIFFANY & CO. trademark for watches and will operate under
the Tiffany name. Registrant and its affiliated companies will participate in
Watch Company's before-tax profits and in its governance through one seat on its
board of five directors, and seats on each of the Watch Company's product design
and marketing committees. Watch Company will be wholly-owned by Swatch Group.
Watch Company will produce a line of TIFFANY & CO. watches, all made in
Switzerland. Many of the watch designs for which Tiffany and Company is noted
will be continued and new designs will be added. The distribution of TIFFANY &
CO. watches will be made through the Swatch Group distribution network (Swatch
Group affiliates, Swatch Group retail facilities and third party distributors),
as well as through stores operated by Registrant's affiliates. In addition,
Swatch Group affiliates will have the right to establish and operate TIFFANY &
CO. watch stores in certain markets outside the U. S. The watch stores may also
offer a targeted selection of TIFFANY & CO. jewelry. The initial term of the
arrangement announced today is 20 years; the term may be extended by Swatch for
an additional ten years if certain conditions are met.
As a consequence of the strategic alliance with Swatch Group Registrant's
management concluded that Registrant will discontinue certain existing watch
collections. As a result, Registrant expects to record, in its fourth quarter
ending January 31, 2008, a pre-tax expense of approximately $20 million
associated with its inventory of the watches to be discontinued. This expense
was not included in the financial expectations for fiscal 2007 that Registrant
reported in its November 30, 2007 press release announcing its unaudited
financial results for its third quarter ended October 31, 2007. See Registrant's
Current Report on Form 8-K dated November 30, 2007 and the press release filed
as an exhibit thereto.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release dated December 2, 2007.
SIGNATURE
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 thereunto duly authorized.
TIFFANY & CO.
BY: /s/ James N. Fernandez
_______________________________
James N. Fernandez
Executive Vice President and
Chief Financial Officer
Date: December 3, 2007
EXHIBIT INDEX
Exhibit No. Description
99.1 Text of Press Release issued by Tiffany & Co., dated
December 2, 2007.