SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
______________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) :
July 16, 2003
The Estee Lauder Companies Inc.
(Exact name of registrant as specified in its charter)
Delaware 11-2408943
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
Commission File Number: 1-14064
767 Fifth Avenue, New York, New York 10153
(Address of principal executive offices) (Zip Code)
212-572-4200
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Item 5. Other Events and Regulation FD Disclosure
On July 16, 2003, The Estee Lauder Companies Inc. (the "Company") entered into a
settlement agreement with the plaintiffs, the department store defendants and
the other manufacturer defendants in a consolidated class action lawsuit that
had been pending in the Superior Court of the State of California in Marin
County since 1998. In connection with the settlement, the case is being refiled
in the United States District Court for the Northern District of California on
behalf of a nationwide class of consumers of prestige cosmetics in the United
States. The settlement requires Court approval and, if approved by the Court,
will result in the plaintiffs' claims being dismissed, with prejudice, in their
entirety.
There has been no finding or admission of any wrongdoing by the Company in this
lawsuit. The Company has entered into the settlement agreement solely to avoid
protracted and costly litigation.
In connection with the settlement agreement, the defendants will provide
consumers with certain free products and pay the plaintiffs' attorneys' fees. To
meet its obligations under the settlement, the Company will take a special
pre-tax charge of $22.0 million, or $13.5 million after tax, equal to $.06 per
diluted common share in the fourth quarter of its fiscal year ended June 30,
2003. The charge, which includes both cash and non-cash items, will not
have a material adverse effect on the Company's financial condition.
The word "will" and similar expressions identify "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995.
Although the Company believes that its expectations are based on reasonable
assumptions within the bounds of its knowledge of its business and operations,
actual results may differ materially from our expectations. Factors that could
cause actual results to differ from expectations include, without limitation:
(i) increased competitive activity from companies in the skin care, makeup,
fragrance and hair care businesses, some of which have greater
resources than the Company does;
(ii) the Company's ability to develop, produce and market new products on
which future operating results may depend;
(iii) consolidations, restructurings, bankruptcies and reorganizations in the
retail industry causing a decrease in the number of stores that sell
the Company's products, an increase in the ownership concentration
within the retail industry, ownership of retailers by the Company's
competitors and ownership of competitors by the Company's customers
that are retailers;
(iv) shifts in the preferences of consumers as to where and how they shop
for the types of products and services the Company sells;
(v) social, political and economic risks to the Company's foreign or
domestic manufacturing, distribution and retail operations,including
changes in foreign investment and trade policies and regulations of the
host countries and of the United States;
(vi) changes in the laws, regulations and policies that affect, or will
affect, the Company's business, including changes in accounting
standards, tax laws and regulations, trade rules and customs
regulations, and the outcome and expense of legal or regulatory
proceedings;
(vii) foreign currency fluctuations affecting the Company's results of
operations and the value of its foreign assets, the relative prices at
which the Company and its foreign competitors sell products in the same
markets and the Company's operating and manufacturing costs outside of
the United States;
(viii) changes in global or local economic or other conditions that could
affect consumer purchasing, the willingness of consumers to travel, the
financial strength of our customers, the cost and availability of
capital, (which the Company may need for new equipment, facilities or
acquisitions), and the assumptions underlying our critical accounting
estimates;
(ix) shipment delays, depletion of inventory and increased production costs
resulting from disruptions of operations at any of the facilities
which, due to consolidations in the Company's manufacturing operations,
now manufacture nearly all of the Company's supply of a particular type
of product (i.e., focus factories);
(x) real estate rates and availability, which may affect the Company's
ability to increase the number of retail locations at which the
Company's products are sold and the costs associated with its other
facilities;
(xi) changes in product mix to products which are less profitable;
(xii) the Company's ability to acquire or develop e-commerce capabilities,
and other new information and distribution technologies, on a timely
basis and within the Company's cost estimates;
(xiii) the Company's ability to capitalize on opportunities for improved
efficiency, such as globalization, and to integrate acquired businesses
and realize value therefrom; and
(xiv) consequences attributable to the events that are currently taking place
in Iraq and that took place in New York City and Washington, D.C. on
September 11, 2001, including further attacks, retaliation and the
threat of further attacks or retaliation.
The Company assumes no responsibility to update forward-looking statements made
herein or otherwise.
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.
THE ESTEE LAUDER COMPANIES INC.
Date: July 17, 2003 By: /s/Richard W. Kunes
________________________________
Richard W. Kunes
Senior Vice President
and Chief Financial Officer
(Principal Financial and
Accounting Officer)