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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/01/19 Estee Lauder Companies Inc 10-Q 3/31/19 87:18M Toppan Merrill/FA |
Document/Exhibit Description Pages Size 1: 10-Q Quarterly Report HTML 1.85M 2: EX-10.1 Material Contract HTML 40K 3: EX-10.2 Material Contract HTML 40K 4: EX-31.1 Certification -- §302 - SOA'02 HTML 32K 5: EX-31.2 Certification -- §302 - SOA'02 HTML 32K 6: EX-32.1 Certification -- §906 - SOA'02 HTML 27K 7: EX-32.2 Certification -- §906 - SOA'02 HTML 27K 14: R1 Document and Entity Information HTML 52K 15: R2 Consolidated Statements of Earnings HTML 103K 16: R3 Consolidated Statements of Comprehensive Income HTML 73K (Loss) 17: R4 Consolidated Balance Sheets HTML 128K 18: R5 Consolidated Balance Sheets (Parenthetical) HTML 40K 19: R6 Consolidated Statements of Cash Flows HTML 118K 20: R7 Summary of Significant Accounting Policies HTML 184K 21: R8 Investments HTML 71K 22: R9 Goodwill and Other Intangible Assets HTML 213K 23: R10 Charges Associated With Restructuring and Other HTML 377K Activities 24: R11 Derivative Financial Instruments HTML 388K 25: R12 Fair Value Measurements HTML 255K 26: R13 Revenue Recognition HTML 252K 27: R14 Pension and Post-Retirement Benefit Plans HTML 181K 28: R15 Contingencies HTML 31K 29: R16 Stock Programs HTML 55K 30: R17 Net Earnings Attributable to the Estee Lauder HTML 96K Companies Inc. Per Common Share 31: R18 Equity HTML 391K 32: R19 Statement of Cash Flows HTML 52K 33: R20 Segment Data and Related Information HTML 220K 34: R21 Summary of Significant Accounting Policies HTML 216K (Policies) 35: R22 Summary of Significant Accounting Policies HTML 117K (Tables) 36: R23 Investments (Tables) HTML 66K 37: R24 Goodwill and Other Intangible Assets (Tables) HTML 211K 38: R25 Charges Associated With Restructuring and Other HTML 379K Activities (Tables) 39: R26 Derivative Financial Instruments (Tables) HTML 384K 40: R27 Fair Value Measurements (Tables) HTML 253K 41: R28 Revenue Recognition (Tables) HTML 232K 42: R29 Pension and Post-Retirement Benefit Plans (Tables) HTML 182K 43: R30 Stock Programs (Tables) HTML 48K 44: R31 Net Earnings Attributable to the Estee Lauder HTML 93K Companies Inc. Per Common Share (Tables) 45: R32 Equity (Tables) HTML 392K 46: R33 Statement of Cash Flows (Tables) HTML 51K 47: R34 Segment Data and Related Information (Tables) HTML 219K 48: R35 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 42K Currency Translation and Transactions (Details) 49: R36 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 40K Inventory and Promotional Merchandise (Details) 50: R37 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 72K Property, Plant and Equipment (Details) 51: R38 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 99K Income Taxes and Other Accrued Liabilities (Details) 52: R39 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Debt HTML 40K (Details) 53: R40 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 32K Recently Adopted Accounting Standards (Details) 54: R41 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 28K Recently Issued Accounting Standards (Details) 55: R42 INVESTMENTS - Gains and Losses Recorded in AOCI HTML 51K (Details) 56: R43 INVESTMENTS - Sales Proceeds from Investments HTML 29K Classified as Available-for-Sale (Details) 57: R44 GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill HTML 84K (Details) 58: R45 GOODWILL AND OTHER INTANGIBLE ASSETS - Other HTML 76K Intangible Assets (Details) 59: R46 CHARGES ASSOCIATED WITH RESTRUCTURING AND OTHER HTML 35K ACTIVITIES - Leading Beauty Forward (Details) 60: R47 CHARGES ASSOCIATED WITH RESTRUCTURING AND OTHER HTML 67K ACTIVITIES - Approved Restructuring Activities by Major Cost Type (Details) 61: R48 CHARGES ASSOCIATED WITH RESTRUCTURING AND OTHER HTML 63K ACTIVITIES - Cumulative Restructuring Charges by Major Cost Type (Details) 62: R49 CHARGES ASSOCIATED WITH RESTRUCTURING AND OTHER HTML 78K ACTIVITIES - Accrued Restructuring Charges (Details) 63: R50 DERIVATIVE FINANCIAL INSTRUMENTS - Derivative HTML 52K Instruments Included in the Consolidated Balance Sheets (Details) 64: R51 DERIVATIVE FINANCIAL INSTRUMENTS - Gain (Loss) on HTML 81K Derivative Financial Instruments (Details) 65: R52 DERIVATIVE FINANCIAL INSTRUMENTS - Cash Flow HTML 61K Hedges, Fair Value Hedges, Credit Risk (Details) 66: R53 FAIR VALUE MEASUREMENTS - Hierarchy For Financial HTML 73K Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) 67: R54 FAIR VALUE MEASUREMENTS - Estimated Fair Values of HTML 145K Financial Instruments (Details) 68: R55 Revenue Recognition (Details) HTML 44K 69: R56 Revenue Recognition - Transaction price allocated HTML 31K to the remaining performance obligations (Details) 70: R57 REVENUE RECOGNITION - Impact of adoption of ASC HTML 154K 606 in consolidated financial statements (Details) 71: R58 PENSION AND POST-RETIREMENT BENEFIT PLANS - HTML 61K Components of Net Periodic Benefit Cost (Details) 72: R59 PENSION AND POST-RETIREMENT BENEFIT PLANS - HTML 44K Amounts Recognized in the Consolidated Balance Sheets (Details) 73: R60 Contingencies (Details) HTML 27K 74: R61 STOCK PROGRAMS - Compensation Expense and Stock HTML 45K Options (Details) 75: R62 STOCK PROGRAMS - Restricted Stock Units (Details) HTML 42K 76: R63 STOCK PROGRAMS - Performance Share Units (Details) HTML 43K 77: R64 NET EARNINGS ATTRIBUTABLE TO THE ESTEE LAUDER HTML 59K COMPANIES INC. PER COMMON SHARE - Reconciliation Between Numerator and Denominator of Basic and Diluted EPS Computations (Details) 78: R65 NET EARNINGS ATTRIBUTABLE TO THE ESTEE LAUDER HTML 33K COMPANIES INC. PER COMMON SHARE - Antidilutive Securities Excluded from Computation of Earnings, Per Share (Details) 79: R66 EQUITY - Equity Roll forward (Details) HTML 79K 80: R67 EQUITY - Class of Stock and Dividend Information HTML 56K (Details) 81: R68 EQUITY - Changes in Accumulated Other HTML 55K Comprehensive Income (Loss) (Details) 82: R69 EQUITY - Reclassification Adjustments From HTML 83K Accumulated Other Comprehensive Income (Loss) (Details) 83: R70 Statement of Cash Flows (Details) HTML 38K 84: R71 Segment Data and Related Information (Details) HTML 90K 86: XML IDEA XML File -- Filing Summary XML 159K 85: EXCEL IDEA Workbook of Financial Reports XLSX 110K 8: EX-101.INS XBRL Instance -- el-20190331 XML 6.52M 10: EX-101.CAL XBRL Calculations -- el-20190331_cal XML 250K 13: EX-101.DEF XBRL Definitions -- el-20190331_def XML 849K 11: EX-101.LAB XBRL Labels -- el-20190331_lab XML 1.66M 12: EX-101.PRE XBRL Presentations -- el-20190331_pre XML 1.24M 9: EX-101.SCH XBRL Schema -- el-20190331 XSD 185K 87: ZIP XBRL Zipped Folder -- 0001104659-19-025836-xbrl Zip 300K
AERIN LLC
595 Madison Avenue
New York N.Y. 10022
Jane Hertzmark Hudis
Group President
The Estee Lauder Companies
767 Fifth Avenue
RE: Second Amendment to the License Agreement
Dear Jane:
Reference is made to the License Agreement, dated as of April 6, 2011 among Aerin LLC (“Aerin”), Aerin Lauder Zinterhofer (“ALZ”) and Estee Lauder Inc. (“Estee Lauder”) (the “License Agreement”).
The parties desire that Estee Lauder enter into a sublicense with Hunter Amenities International Ltd. (“Hunter”) to grant Hunter the right to use the licensed intellectual property solely in connection with the manufacture, sale and distribution of certain amenity-size Licensed Products to hotels, resorts and airlines (the “Amenities Program”).
In consideration of the mutual covenants herein expressed, and for other good consideration, which Aerin, ALZ and Estee Lauder hereby acknowledge, the parties hereby agree to amend the license as follows, effective as of February 22, 2019:
1. Section 2.2 of the License Agreement is hereby amended to read as follows:
Sublicense. No right for EL to sublicense is granted with respect to the Licensed Trademarks, ALZ Identifiers and Ancillary IP for the manufacture of Licensed Products, except that: (a) EL may authorize an Affiliate of EL and/or a third party to use the Licensed Trademarks, ALZ Identifiers and Ancillary IP in the manufacture of Licensed Products on behalf of and solely for sale to EL and/or its Affiliates; and (b) EL may enter into a sublicense agreement with Hunter authorizing use of the Licensed Trademarks, ALZ Identifiers and Ancillary IP solely in the manufacture, sale and distribution of Licensed Products in the Territory and during the Term solely in in connection with the Amenities Program (the “Hunter Sublicense”). The foregoing consent to enter into the Hunter Sublicense is expressly subject to the following conditions, which Estee Lauder represents, warrants and covenants are, and will continue at all times to be, satisfied by the Hunter Sublicense:
(i) such sublicense shall provide, among other provisions, that: (A) it is expressly subject and subordinate to (and coterminous with) the License
Agreement; and (B) except as provided below with respect to channels of distribution, Hunter is bound by all of the terms and conditions of the License Agreement to the extent they relate to the rights sublicensed to Hunter (including, without limitation, Aerin’s approval rights with respect to the Licensed Products, Packaging and A&P Materials, etc.);
(ii) Licensed Products under the Amenities Program may be distributed in the channels of distribution set forth in the Hunter Sublicense, provided that each resort chain and/or airline in which Licensed Products are to be distributed shall be approved by Aerin in advance;
(iii) Aerin shall be entitled to purchase Licensed Products produced under the Hunter Sublicense directly from Hunter on the same terms and conditions as Estee Lauder is entitled to purchase any such Licensed Products from Hunter;
(iv) such sublicense will not relieve Estee Lauder of any of its obligations or liabilities under the License Agreement and Estee Lauder will be primarily and fully liable to Aerin and ALZ for the performance of Hunter (including, without limitation, for indemnification claims) and observance by Hunter of all of the terms and conditions of the License Agreement sublicensed under the Hunter Sublicense; and
(v) any material modifications or amendments of the Hunter Sublicense (including any extension thereof or any change to the territory, licensed products, distribution channels, approval rights or economic terms) shall be subject to the prior written approval of Aerin.
2. A new Section 9.1 (a) (iii) is added to the License Agreement as follows:
Amenities Royalties. For each Annual Period to the extent that EL receives advances, guarantees, royalty or other payments from Hunter in connection with the Amenities Program (“Amenities Royalties”), fifty percent (50%) of such Amenities Royalties shall be included in the Royalty Amount and shall be payable to Aerin in accordance with section 9.1(b) of the License Agreement and shall be included in the Royalty Statements in accordance with Section 9.2 of the License Agreement. The parties agree that, at the end of the first full Annual Period in which the Amenities Program generates Amenities Royalties, the percentage of the Amenities Royalties to thereafter be included in the Royalty Amount shall be reviewed by the Parties; provided, however, that any change to such percentage shall require the written agreement of both Aerin and Estee Lauder.
-Intentionally Left Blank-
All capitalized terms used herein and not otherwise defined shall have the same meaning given them in the License Agreement. Unless otherwise modified by amendment, the License Agreement remains unchanged and fully in force.
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AERIN LLC | |||
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By: |
/s/Aerin Lauder Zinterhofer | ||
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Name: |
Aerin Lauder Zinterhofer | ||
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Title: |
Managing Member | ||
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AERIN LAUDER ZINTERHOFER | |||
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/s/Aerin Lauder Zinterhofer | |||
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Acknowledged and agreed: |
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ESTEE LAUDER INC. |
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D.B.A. AERIN BEAUTY |
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By: |
/s/Jane Hertzmark Hudis |
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Name: |
Jane Hertzmark Hudis |
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Title: |
Group President, The Estee Lauder |
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Companies |
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This ‘10-Q’ Filing | Date | Other Filings | ||
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Filed on: | 5/1/19 | 8-K | ||
For Period end: | 3/31/19 | |||
2/22/19 | 4 | |||
4/6/11 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/18/23 Estee Lauder Companies Inc. 10-K 6/30/23 158:26M 8/24/22 Estee Lauder Companies Inc. 10-K 6/30/22 161:35M 8/27/21 Estee Lauder Companies Inc. 10-K 6/30/21 165:28M 8/28/20 Estee Lauder Companies Inc. 10-K 6/30/20 162:32M |