Acquisitions (Tables)

12 Months Ended

Mar. 30, 2019

The following table summarizes the aggregate purchase price consideration paid to acquire Versace in cash (in millions):



	December 31, 2018
Cash consideration paid to Versace shareholders ⁽¹⁾	$	1,914
Capri share consideration ⁽²⁾	91
Total purchase price	$	2,005


⁽¹⁾	The cash consideration includes €90 million (or $103 million) of cash paid on behalf of the shareholder for pre-existing debt as of the Closing Date.


⁽²⁾	The Versace family elected to receive 2,395,170 of the Company’s ordinary shares in exchange for a portion of the cash consideration. The closing price of the Company's shares as of December 31, 2018 of $37.92 was used to compute the fair value of the share consideration as of the acquisition date.

The following table summarizes the preliminary purchase price allocation of fair values of the assets acquired and liabilities assumed at the date of acquisition (in millions):



	December 31, 2018
Cash and cash equivalents	$	41
Accounts receivable	82
Inventory ⁽¹⁾	197
Other current assets	39
Current assets	359
Property and equipment ⁽²⁾	89
Goodwill ⁽³⁾	878
Brand ⁽⁴⁾	948
Customer relationships ⁽⁵⁾	203
Favorable lease ⁽⁶⁾	16
Deferred tax assets ⁽⁷⁾	24
Other assets ⁽⁷⁾	135
Total assets acquired	$	2,652

Accounts payable	$	144
Short term debt	57
Other current liabilities	99
Current liabilities	300
Deferred tax liabilities	289
Other liabilities ^{(6) (7)}	54
Total liabilities assumed	$	643

Less: Noncontrolling interest in joint ventures	$	4

Fair value of net assets acquired	$	2,005

Fair value of acquisition consideration	$	2,005


⁽¹⁾	Includes an inventory step-up adjustment of $19 million, which will be recognized as an adjustment to the Company’s cost of goods sold in its statement of operations within twelve months.


⁽²⁾	Includes a $11 million adjustment to reduce the fair value of Versace’s leasehold improvements, which will be recognized over the remaining lease term.


⁽³⁾	Represents the difference between the purchase price over the net identifiable tangible and intangible assets acquired allocated to goodwill, which is not deductible for tax purposes.


⁽⁴⁾	Represents the fair value of Versace’s brand, which is an indefinite-lived intangible asset due to being essential to the Company’s ability to operate the Versace business for the foreseeable future. The Versace brand was valued using the relief-from-royalty method of the income valuation approach.


⁽⁵⁾	Represents customer relationships associated with Versace product licensees, wholesale customers and geographic licensees, which are being amortized over 12 years, 10 years and 9 years, respectively. These useful lives were estimated based on the time to recover the related future discounted cash flows. These intangible assets were valued using multi-period excess-earnings valuation method.


⁽⁶⁾	Includes favorable leases and unfavorable leases of $16 million and $7 million, respectively, which will be amortized over the remaining lease terms.


⁽⁷⁾	Represents adjustments to reduce deferred tax assets by $39 million and increase uncertain tax positions by $33 million, with an offsetting increase to other assets of $72 million relating to an indemnification.

Pro-Forma Results of Operations

The following table summarizes the unaudited pro-forma consolidated results of operations for the fiscal years ended March 30, 2019 and March 31, 2018 as if the acquisition had occurred on April 2, 2017, the beginning of Fiscal 2018 (in millions):



	Fiscal Years Ended
	March 30, 2019		March 31, 2018
Pro-forma total revenue	$	5,983	$	5,473
Pro-forma net income	579		526
Pro-forma net income per ordinary share attributable to Capri:
Basic	$	3.82	$	3.40
Diluted	$	3.78	$	3.34

The following table summarizes the unaudited pro-forma consolidated results of operations for the fiscal year ended April 1, 2017 as if the acquisition had occurred on March 29, 2015, the beginning of Fiscal 2016 (in millions):



	Fiscal Years Ended
	April 1, 2017
Pro-forma total revenue	$	4,520
Pro-forma net income	549
Pro-forma net income per ordinary share attributable to Capri:
Basic	$	3.31
Diluted	$	3.26