L Brands, Inc. announces public filing of Form 10
COLUMBUS, Ohio, June 21, 2021 (GLOBE NEWSWIRE) – L Brands, Inc. (NYSE: LB) today announced the public filing of a Form 10 registration statement with the State Securities and Exchange Commission -United in the previously announced separation of the Victoria’s Secret company into an independent public company. The new company, named Victoria’s Secret & Co., will include Victoria’s Secret Lingerie, PINK and Victoria’s Secret Beauty.
The brief provides detailed information on Victoria’s Secret business, strategy and historical financial results.
“Today’s filing is an important step towards creating two independent public companies designed to thrive in a changing retail environment,” said Andrew Meslow, President and CEO of L Brands. “We believe Victoria’s Secret and Bath & Body Works will reach new levels of success and deliver significant value to all stakeholders by pursuing the growth strategies that best suit each company’s customer base and strategic goals. I look forward to working with our exceptional team at Bath & Body Works to continue to deliver cutting-edge products, engaging customer experiences and consistent results as we embark on our next chapter of growth.
Martin Waters, CEO of Victoria’s Secret, added: “This is an exciting time for all of us at Victoria’s Secret. The progress we have made over the past year underscores our commitment to generate profitable growth, create new opportunities for our talented people, and evolve our brand and products to reflect diverse experiences, passions and perspectives. of our customers. . . We look forward to building on our momentum as an independent public company. “
As previously announced, the separation is currently expected to be completed in August 2021, subject to certain customary conditions, including final approval by the L Brands board of directors and the entry into force of the Form 10 registration statement.
The Form 10 registration statement is available at www.sec.gov under “Victoria’s Secret & Co.”
A presentation on planned separation is available at www.lb.com.
ABOUT L BRANDS:
L Brands, through Bath & Body Works, Victoria’s Secret and PINK, is an international company. The Company operates 2,681 Company-operated specialty stores in the United States, Canada and Greater China, more than 700 franchise locations worldwide and through its websites worldwide.
Safe Harbor Declaration under the Private Securities Litigation Reform Act 1995
We caution that all forward-looking statements (as that term is defined in the Private Securities Litigation Reform Act of 1995) contained in this report or made by our company or our management involve risks and uncertainties and are subject to change depending on various factors, many of which are beyond our control. Therefore, our future performance and financial results may differ materially from those expressed or implied in these forward-looking statements. Words such as “estimate”, “project”, “plan”, “believe”, “expect”, “anticipate”, “intend”, “planned”, “potential” and similar expressions can identify statements. prospective. The risks associated with the following factors, among others, have in certain cases affected and in the future could affect our financial performance and our actual results and could cause the actual results to differ materially from those expressed or implied in the forward-looking statements included. in this report or otherwise made by our company or our management:
- the spin-off may not be completed on time or not at all;
- the disruption of our business in connection with the proposed spin-off and that we could lose revenue as a result of that disruption;
- the spin-off may not be exempt from tax for US federal income tax purposes;
- a loss of synergies resulting from the separation of the activities which could have a negative impact on the balance sheet, the profit margins or the results of the two activities or that the companies resulting from the split do not realize all the expected profits from the split;
- the combined value of the common shares of the two listed companies will not equal or exceed the value of our common shares if the spin-off had not taken place;
- general economic conditions, consumer confidence, consumer spending habits and market disruptions, including pandemics or significant health risks, extreme weather conditions, natural disasters, terrorist activities, financial crises, political crises or other major events, or the prospect of such events;
- the global pandemic of the novel coronavirus (COVID-19) has had and is expected to continue to have a negative effect on our business and operating results;
- the seasonality of our business;
- divestitures or other divestitures, including a spin-off of Victoria’s Secret and related transactions and contingent liabilities of the businesses we divested;
- difficulties resulting from turnover in company management or other key positions;
- our ability to attract, develop and retain qualified associates and to manage labor costs;
- the dependence on traffic in shopping centers and the availability of suitable store locations on suitable terms;
- our ability to grow through the opening of new stores and the renovation and expansion of existing stores;
- our ability to operate successfully and to expand internationally and the associated risks;
- our independent franchise, licensing and wholesale partners;
- our direct channel activities;
- our ability to protect our reputation and brand images;
- our ability to attract customers with marketing, advertising and promotional programs;
- our ability to maintain, enforce and protect our trade names, trademarks and patents;
- the highly competitive nature of the retail industry and the segments in which we operate;
- consumer acceptance of our products and our ability to manage the lifecycle of our brands, keep up with fashion trends, develop new merchandise and successfully launch new product lines;
- our ability to research, distribute and sell goods and materials globally, including risks related to:
- political instability, environmental risks or natural disasters;
- significant health risks or pandemics, which could lead to the closure of factories, downsizing, shortage of raw materials and scrutiny or embargo on goods produced in infected areas;
- duties, taxes and other charges;
- legal and regulatory issues;
- volatility of exchange rates;
- local business practices and political issues;
- delays or potential disruptions in shipping and transportation and associated price impacts;
- disruptions due to labor disputes; and
- changing expectations regarding product safety as a result of new legislation;
- our geographic concentration of suppliers and distribution facilities in central Ohio;
- fluctuations in foreign currency exchange rates;
- the ability of our suppliers to deliver products on time, meet quality standards and comply with applicable laws and regulations;
- fluctuations in product input costs;
- our ability to adequately protect our assets against loss and theft;
- fluctuations in energy costs;
- increased costs for shipping, paper, printing or other order fulfillment logistics;
- claims arising from our self-insurance;
- our ability and that of our third party service providers to operate and maintain computer systems and to protect associated data;
- our ability to maintain the security of information about customers, associates, third parties and the company;
- volatility of stock prices;
- our ability to pay dividends and related effects;
- questions of shareholder activism;
- our ability to maintain our credit rating;
- our ability to service or refinance our debt and meet our restrictive covenants;
- our ability to comply with laws, regulations and technology platform rules or other obligations related to data privacy and security;
- our ability to comply with regulatory requirements;
- legal and compliance issues; and
- tax, commercial and other regulatory matters.
We have no obligation and do not intend to make publicly available any update or other revisions to any of the forward-looking statements contained in this report to reflect circumstances existing after the date of. this report or to reflect the occurrence of future events, even though experience or future events clearly indicate that the expected results expressed or implied by such forward-looking statements will not be achieved.
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