SC 13G 1 eh1200276_13g-korshldgs.htm SCHEDULE 13G eh1200276_13g-korshldgs.htm
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G

Under the Securities Exchange Act of 1934


Michael Kors Holdings Limited
(Name of Issuer)
 
Ordinary Shares, No Par Value
(Title of Class of Securities)
 
G60754 101
(CUSIP Number)
 
December 31, 2011
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed.
 
o
Rule 13d-1(b)
   
o
Rule 13d-1(c)
   
x
Rule 13d-1(d)
   

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 

 
 
 
 
CUSIP No. G60754 101
 SCHEDULE 13G
Page 2 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
Sportswear Holdings Limited1
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
British Virgin Islands
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
61,941,138
7
SOLE DISPOSITIVE POWER
 
61,941,138
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
61,941,138
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
32.4%2
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
1
Sportswear Holdings Limited is indirectly 50% owned by Westleigh Limited, which is privately owned by members of the Chao family (including Silas K. F. Chou), and 50% owned by Flair Investment Holdings Limited, in which Lawrence S. Stroll has an indirect beneficial ownership interest.  Each of Sportswear Holdings Limited, Westleigh Limited and Flair Investment Holdings Limited, as well as Messrs. Chou and Stroll (in their capacities as Co-Chairmen of Sportswear Holdings Limited), may be deemed to have shared dispositive power and shared voting power over, and thus to beneficially own, all of the Ordinary Shares owned by Sportswear Holdings Limited through their respective direct or indirect ownership of the equity interests of Sportswear Holdings Limited.
2      Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.

 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 3 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
Silas K. F. Chou
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Portugal
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
61,941,138
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
61,941,138
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
61,941,138
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
32.4%3
  
12
TYPE OF REPORTING PERSON
 
IN
  
 
3      Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.

 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 4 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
Lawrence S. Stroll
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Canada
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
61,941,138
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
61,941,138
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
61,941,138
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
32.4%4
  
12
TYPE OF REPORTING PERSON
 
IN
  
 
 
4      Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.

 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 5 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
Westleigh Limited
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
British Virgin Islands
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
61,941,138
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
61,941,138
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
61,941,138
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
32.4%5
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
5      Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 6 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
Flair Investment Holdings Limited
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
British Virgin Islands
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
61,941,138
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
61,941,138
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
61,941,138
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
32.4%6
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
6      Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 7 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
Littlestone Limited
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Malta
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
1,715,878
7
SOLE DISPOSITIVE POWER
 
1,715,878
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,715,878
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.9%7
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
7      Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 8 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
Northcroft Trading Inc.
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Panama
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
2,279,326
7
SOLE DISPOSITIVE POWER
 
2,279,326
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,279,326
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
1.2%8
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
8      Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 9 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
Vax Trading, Inc.
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
British Virgins Islands
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
1,838,440
7
SOLE DISPOSITIVE POWER
 
1,838,440
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,838,440
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
1.0%9
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
9      Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 10 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
OB Kors LLC
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Washington, United States of America
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
3,039,101
7
SOLE DISPOSITIVE POWER
 
3,039,101
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
3,039,101
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
1.6%10
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
10      Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.
 
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 11 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
John Muse11
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Texas, United States of America
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
686,345
7
SOLE DISPOSITIVE POWER
 
343,169
8
SHARED DISPOSITIVE POWER
 
343,176
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
686,345
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.4%12
  
12
TYPE OF REPORTING PERSON
 
IN
  
 
 
11       John Muse is President of JRM Management Company, LLC, the General Partner of Muse Family Enterprises, Ltd. and JRM Interim Investors, LP. John Muse shares voting and dispositive control over the Ordinary Shares held by Muse Family Enterprises, Ltd. and JRM Interim Investors, LP.
 
12     Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 12 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
Muse Children’s GS Trust
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Texas, United States of America
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
171,588
7
SOLE DISPOSITIVE POWER
 
171,588
8
SHARED DISPOSITIVE POWER
 
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
171,588
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.1%13
  
12
TYPE OF REPORTING PERSON
 
OO
  
 
 
13     Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 13 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
JRM Interim Investors, LP
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Texas, United States of America
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
171,588
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
171,588
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
171,588
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.1%14
  
12
TYPE OF REPORTING PERSON
 
PN
  
 
 
14     Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 14 of 28 Pages
 
 
1
NAME OF REPORTING PERSON
 
Muse Family Enterprises, Ltd.
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
 
(a)  x
(b)  o
3
SEC USE ONLY
 
 
  
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Texas, United States of America
  
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
171,588
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
171,588
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
171,588
  
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
See Item 8.
 x
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
0.1%15
  
12
TYPE OF REPORTING PERSON
 
CO
  
 
 
15     Based on 191,049,949 Ordinary Shares that were issued and outstanding as of December 31, 2011.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 15 of 28 Pages
 
 
ITEM 1.
(a)
Name of Issuer: Michael Kors Holdings Limited
   
(b)
Address of Issuer’s Principal Executive Offices:
   
c/o Michael Kors Limited,
 
 
Unit 1001, 10/F, Miramar Tower
   
132 Nathan Road
   
Tsim Sha Tsui, Hong Kong
   
ITEM 2.
(a)
Name of Person Filing:
     
   
This Schedule 13G is being filed on behalf of each of the following persons:
 
   
1.  Sportswear Holdings Limited
2.  Silas K. F. Chou
3.  Lawrence S. Stroll
4.  Westleigh Limited
5.  Flair Investment Holdings Limited
6.  Littlestone Limited
7.  Northcroft Trading Inc.
8.  Vax Trading, Inc.
9.  OB Kors LLC
10.  John Muse
11.  Muse Children’s GS Trust
12.  JRM Interim Investors, LP
13.  Muse Family Enterprises, Ltd.
     
 
(b)
Address of Principal Business Office, or if None, Residence:
     
 
1.
Sportswear Holdings Limited
   
Craigmuir Chambers
   
P.O. Box 71, Road Town
   
Tortola, British Virgin Islands
     
 
2.
For reporting persons Silas K. F. Chou and Lawrence S. Stroll
   
c/o Sportswear Holdings Limited
   
Craigmuir Chambers
   
P.O. Box 71, Road Town
   
Tortola, British Virgin Islands
     
 
3.
Westleigh Limited
   
Craigmuir Chambers
   
P.O. Box 71, Road Town
   
Tortola, British Virgin Islands
     
 
4.
Flair Investment Holdings Limited
   
Woodburn Hall
   
P.O. Box 3162, Road Town
   
Tortola, British Virgin Islands
     
 
5.
Littlestone Limited
   
c/o Moore Stephens
   
P. O. Box 146, Town Mills South
   
La Rue du Pre, St. Peter Port
   
Guernsey GY1 3HZ
   
Channel Islands
     
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 16 of 28 Pages
 
 
 
6.
Northcroft Trading Inc.
   
c/o Rhône Gestion S.A.
   
2 Bd Georges – Favon
   
CH-1204 Geneva, Switzerland
     
 
7.
Vax Trading, Inc.
   
c/o MAO Financial Services S.A.
   
1, rue Etienne-Dumont
   
1204 Geneva, Switzerland
     
 
8.
OB Kors LLC
   
520 Pike Street, Suite 1100
   
Seattle, WA 98101
     
 
9.
For reporting persons John Muse, Muse Children’s GS Trust, JRM Interim Investors, LP and Muse Family Enterprises, Ltd.
   
c/o HM Capital Partners, LLC
   
200 Crescent Court, Suite 1600
   
Dallas, TX 75201
     
     
 
(c)
Citizenship:
     
 
1.
Sportswear Holdings Limited: British Virgin Islands
     
 
2.
Silas K. F. Chou: Portugal
     
 
3.
Lawrence S. Stroll: Canada
     
 
4.
Westleigh Limited: British Virgin Islands
     
 
5.
Flair Investment Holdings Limited: British Virgin Islands
     
 
6.
Littlestone Limited: Malta
     
 
7.
Northcroft Trading Inc.: Panama
     
 
8.
Vax Trading, Inc.: British Virgin Islands
     
 
9.
OB Kors LLC: Washington, United States of America
     
 
10.
John Muse: United States of America
     
 
11.
Muse Children’s GS Trust: Texas, United States of America
     
 
12.
JRM Interim Investors, LP: Texas, United States of America
     
 
13.
Muse Family Enterprises, Ltd.: Texas, United States of America
     
 
(d)
Title of Class of Securities:
     
   
Ordinary Shares, no par value
     
 
(e)
CUSIP Number:
     
   
G60754 101
     
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 17 of 28 Pages
 
ITEM 3.
IF THIS STATEMENT IS FILED PURSUANT TO SS.240.13D-1(B) OR 240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:
     
 
(a)
[__]  Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o)
 
(b)
[__]  Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c)
 
(c)
[__]  Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c)
 
(d)
[__]  Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8)
 
(e)
[__]  An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E)
 
(f)
[__]  An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F);
 
(g)
[__]  A Parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G);
 
(h)
[__]  A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813)
 
(i)
[__]  A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3)
 
(j)
[__]  Group, in accordance with ss.240.13d-1(b)(1)(ii)(J).
   
ITEM 4.
OWNERSHIP
   
 
As of December 31, 2011, the following ordinary shares, no par value (the “Ordinary Shares”), of Michael Kors Holdings Limited (the “Company”) were beneficially owned by the reporting persons (all percentages of Ordinary Shares reported in this statement on Schedule 13G have been calculated based on the Ordinary Shares issued and outstanding as of December 31, 2011).
   
 
Sportswear Holdings Limited16
   
 
(a)
Amount beneficially owned: 61,941,138
 
(b)
Percent of class: 32.4%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 61,941,138
     
 
(iii)
Sole power to dispose or to direct the disposition of: 61,941,138
     
 
(iv)
Shared power to dispose or to direct the disposition of: 0
     
 
Silas K. F. Chou
   
 
(a)
Amount beneficially owned: 61,941,138
 
(b)
Percent of class: 32.4%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 61,941,138
     
 
(iii)
Sole power to dispose or to direct the disposition of: 0
     
 
(iv)
Shared power to dispose or to direct the disposition of: 61,941,138
     
 
 
16     See footnote # 1.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 18 of 28 Pages
 
 
 
Lawrence S. Stroll
   
 
(a)
Amount beneficially owned: 61,941,138
 
(b)
Percent of class: 32.4%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 61,941,138
     
 
(iii)
Sole power to dispose or to direct the disposition of: 0
     
 
(iv)
Shared power to dispose or to direct the disposition of: 61,941,138
     
 
Westleigh Limited
     
 
(a)
Amount beneficially owned: 61,941,138
 
(b)
Percent of class: 32.4%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 61,941,138
     
 
(iii)
Sole power to dispose or to direct the disposition of: 0
     
 
(iv)
Shared power to dispose or to direct the disposition of: 61,941,138
     
 
Flair Investment Holdings Limited
   
 
(a)
Amount beneficially owned: 61,941,138
 
(b)
Percent of class: 32.4%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 61,941,138
     
 
(iii)
Sole power to dispose or to direct the disposition of: 0
     
 
(iv)
Shared power to dispose or to direct the disposition of: 61,941,138
 
 
Littlestone Limited
   
 
(a)
Amount beneficially owned: 1,715,878
 
(b)
Percent of class: 0.9%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 1,715,878
     
 
(iii)
Sole power to dispose or to direct the disposition of: 1,715,878
     
 
(iv)
Shared power to dispose or to direct the disposition of:: 0
     
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 19 of 28 Pages
 
 
 
Northcroft Trading Inc.
   
 
(a)
Amount beneficially owned: 2,279,326
 
(b)
Percent of class: 1.2%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 2,279,326
     
 
(iii)
Sole power to dispose or to direct the disposition of: 2,279,326
     
 
(iv)
Shared power to dispose or to direct the disposition of: 0
     
 
Vax Trading, Inc.
   
 
(a)
Amount beneficially owned: 1,838,440
 
(b)
Percent of class: 1.0%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 1,838,440
     
 
(iii)
Sole power to dispose or to direct the disposition of: 1,838,440
     
 
(iv)
Shared power to dispose or to direct the disposition of: 0
     
 
OB Kors LLC
   
 
(a)
Amount beneficially owned: 3,039,101
 
(b)
Percent of class: 1.6%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 3,039,101
     
 
(iii)
Sole power to dispose or to direct the disposition of: 3,039,101
     
 
(iv)
Shared power to dispose or to direct the disposition of: 0
     
 
John Muse17
   
 
(a)
Amount beneficially owned: 686,345
 
(b)
Percent of class: 0.4%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 686,345
     
 
(iii)
Sole power to dispose or to direct the disposition of: 343,169
     
 
(iv)
Shared power to dispose or to direct the disposition of: 343,176
     
 
 
17     See footnote # 11.
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 20 of 28 Pages
 
 
 
Muse Children’s GS Trust
   
 
(a)
Amount beneficially owned: 171,588
 
(b)
Percent of class: 0.1%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 171,588
     
 
(iii)
Sole power to dispose or to direct the disposition of: 171,588
     
 
(iv)
Shared power to dispose or to direct the disposition of: 0
     
 
JRM Interim Investors, LP
   
 
(a)
Amount beneficially owned: 171,588
 
(b)
Percent of class: 0.1%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 171,588
     
 
(iii)
Sole power to dispose or to direct the disposition of: 0
     
 
(iv)
Shared power to dispose or to direct the disposition of: 171,588
     
 
Muse Family Enterprises, Ltd.
   
 
(a)
Amount beneficially owned: 171,588
 
(b)
Percent of class: 0.1%
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote: 0
     
 
(ii)
Shared power to vote or to direct the vote: 171,588
     
 
(iii)
Sole power to dispose or to direct the disposition of: 0
     
 
(iv)
Shared power to dispose or to direct the disposition of: 171,588
     
 
ITEM 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
   
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o .
   
ITEM 6.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
   
 
Not Applicable.
   
ITEM 7.
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
   
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 21 of 28 Pages
 
 
 
Not Applicable.
   
ITEM 8.
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
   
 
On July 11, 2011, each of Sportswear Holdings Limited, Littlestone (now called “Littlestone Limited”), Northcroft Trading Inc., Vax Trading, Inc., OB Kors LLC, John Muse, Muse Children’s GS Trust, JRM Interim Investors, LP and Muse Family Enterprises, Ltd. (collectively, the “Reporting Persons”), in addition to Michael Kors (the Honorary Chairman, Chief Creative Officer and Director of the Company) and John Idol (the Company’s Chairman, Chief Executive Officer and Director) (the Reporting Persons, together with John Idol and Michael Kors, the “Existing Shareholders”), became parties to a Voting and Lock-Up Agreement (the “Voting Agreement”).  Pursuant to the Voting Agreement, each Existing Shareholder is obligated to vote (or cause to be voted) its Ordinary Shares of the Company in the same manner as the Existing Shareholder or Existing Shareholders holding greater than 50% of the issued and outstanding Ordinary Shares held by all the Existing Shareholders at the time of such meeting.
 
The aggregate number of Ordinary Shares collectively owned by the Reporting Persons, based on available information, is 71,671,816, which represents approximately 37.6% of the outstanding Ordinary Shares of the Company.  The aggregate number of Ordinary Shares collectively owned by the Existing Shareholders, based on available information, is 96,396,915, which represents approximately 50.5% of the outstanding Ordinary Shares of the Company.  Each Reporting Person may be deemed to be a member of a “group” for purposes of the Securities Exchange Act of 1934, as amended, with all the parties to the Voting Agreement and to beneficially own all of the Ordinary Shares held by all the parties to the Voting Agreement.  Each of the Reporting Persons disclaims beneficial ownership of any of the Ordinary Shares owned by the other parties to the Voting Agreement (or (i) in the cases of Messrs. Chou, Stroll, Westleigh Limited and Flair Investment Holdings Limited, by any person other than Sportswear Holdings Limited and (ii) in the case of Mr. Muse, by any persons other than JRM Interim Investors, LP and Muse Family Enterprises, Ltd).  The share ownership reported for the Reporting Persons herein does not include any Ordinary Shares owned by the other parties to the Voting Agreement (or (i) in the cases of Messrs. Chou, Stroll, Westleigh Limited and Flair Investment Holdings Limited, by any person other than Sportswear Holdings Limited and (ii) in the case of Mr. Muse, by any persons other than JRM Interim Investors, LP and Muse Family Enterprises, Ltd.).
 
   
ITEM 9.
NOTICE OF DISSOLUTION OF GROUP
   
 
Not Applicable.
   
ITEM 10.
CERTIFICATIONS.
   
 
Not Applicable.
 
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 22 of 28 Pages
 
 
SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated:  February 10, 2012
 
     
   
By:
 
Sportswear Holdings Limited
 
/s/ Silas K. F. Chou
     
Name: Silas K. F. Chou
Title:   Co-Chairman
     
     
 
Silas K. F. Chou
 
/s/ Silas K. F. Chou
       
     
     
 
Lawrence S. Stroll
 
/s/ Lawrence S. Stroll
     
 
   
     
   
By: 
 
Westleigh Limited
 
/s/ Silas K. F. Chou
     
Name: Silas K. F. Chou
Title:   Director
     
   
By: 
 
Flair Investment Holdings Limited
 
/s/ Lawrence S. Stroll
     
Name: Lawrence S. Stroll
Title:   Director
     
 
 
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 23 of 28 Pages
 
 
 
   
By: 
 
Littlestone Limited
 
/s/ Judy Wright
     
Name: Judy Wright
Title:   Director
     
   
By: 
 
Northcroft Trading Inc.
 
/s/ Yannick Fasana
     
Name: Yannick Fasana
Title:    Administrator
     
   
By: 
 
Vax Trading, Inc.
 
/s/ Michel Clémence
     
Name: Michel Clémence
Title:   Director
     
   
By: 
 
OB Kors LLC
 
/s/ Bryon Madsen
     
Name: Bryon Madsen
Title:   V.P. of its Managing Member
 
 
    
     
John Muse
 
/s/ John Muse
       
     
   
By: 
 
Muse Children’s GS Trust
 
/s/ Linda Ehlers
     
Name: Linda Ehlers
Title:   Co-Trustee
     
 
 
 
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 24 of 28 Pages
 
 
 
 
   
By: 
 
JRM Interim Investors, LP
 
/s/ John Muse
     
Name: John Muse
Title:   President of JRM Management Company, LLC,
            the General Partner of JRM Interim Investors, LP
     
   
By: 
 
Muse Family Enterprises, Ltd.
 
/s/ John Muse
     
Name: John Muse
Title:   President of JRM Management Company, LLC,
            the General Partner of Muse Family Enterprises, Ltd.
 
 
 
 
 
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 25 of 28 Pages
 
 
EXHIBITS
 

Exhibit No.
Document Description
   
1.
Joint Filing Agreement and Power of Attorney, dated February 10, 2012, between Sportswear Holdings Limited, Silas K. F. Chou, Lawrence S. Stroll, Westleigh Limited, Flair Investment Holdings Limited, Littlestone Limited, Northcroft Trading Inc., Vax Trading, Inc., OB Kors LLC, John Muse, Muse Children’s GS Trust, JRM Interim Investors, LP and Muse Family Enterprises, Ltd.
2.
Voting and Lock-Up Agreement, dated July 11, 2011, among Michael Kors Holdings Limited and certain shareholders of Michael Kors Holdings Limited.*
 
 
  
 
*
Incorporated by reference to Exhibit 10.3 to the Registration Statement on Form F-1 filed by Michael Kors Holdings Limited (Registration No. 333-178282) with the Securities and Exchange Commission on December 2, 2011.
 
 
 
 
 
 
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 26 of 28 Pages
 
 
Exhibit 1

JOINT FILING AGREEMENT AND POWER OF ATTORNEY

WHEREAS, the undersigned are beneficial owners, as determined  pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, of certain Ordinary Shares, of no par value (the “Ordinary Shares”), of Michael Kors Holdings Limited (the “Company”).

NOW THEREFORE,

The undersigned acknowledge and agree that the foregoing statement on Schedule  13G is  filed  on  behalf  of each of the  undersigned  and  that all subsequent  amendments  to this  statement  on  Schedule  13G shall be filed on behalf of each of the  undersigned  without the necessity of filing  additional joint  filing  statements.  The undersigned  acknowledge  that  each  shall be responsible for the timely filing of such amendments,  and for the completeness and accuracy of the information concerning him, her or it contained herein, but shall not be responsible for the  completeness  and accuracy of the information concerning the other entities or persons,  except to the extent that he, she or it knows or has reason to believe that such information is inaccurate.
 
The undersigned hereby severally constitute and appoint Gary Sheff and Andrew Fine and each of them singly, our true and lawful attorneys, with full power to them, and each of them to sign for us, and in our names and in the capacities indicated below, the Schedule 13G relating to the Ordinary Shares owned by us and any and all amendments thereto filed or to be filed with the Securities and Exchange Commission, hereby ratifying and confirming our signatures as they may be signed by our said attorneys to said Schedule 13G and any and all amendments thereto.
 
This Power of Attorney shall remain in full force and effect until each of the undersigned who are giving this Power of Attorney are no longer required to file a Schedule 13G or any amendments thereto with respect to the undersigneds’ beneficial ownership of the Ordinary Shares of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys.

IN WITNESS WHEREOF, this Agreement has been signed by the undersigned this 10th day of February 2012.
 
     
   
By: 
 
Sportswear Holdings Limited
 
/s/ Silas K. F. Chou
     
Name: Silas K. F. Chou
Title:   Co-Chairman
 
     
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 27 of 28 Pages
 
 
     
 
Silas K. F. Chou
 
/s/ Silas K. F. Chou
       
     
     
 
Lawrence S. Stroll
 
/s/ Lawrence S. Stroll
     
 
  
     
   
By: 
 
Westleigh Limited
 
/s/ Silas K. F. Chou
     
Name: Silas K. F. Chou
Title:   Director
     
   
By: 
 
Flair Investment Holdings Limited
 
/s/ Lawrence S. Stroll
     
Name: Lawrence S. Stroll
Title:   Director
     
   
By: 
 
Littlestone Limited
 
/s/ Judy Wright
     
Name: Judy Wright
Title:   Director
     
   
By: 
 
Northcroft Trading Inc.
 
/s/ Yannick Fasana
     
Name: Yannick Fasana
Title:    Administrator
 
 
     
 
 
 
 
 
 
CUSIP No. G60754 10 1
 SCHEDULE 13G
Page 28 of 28 Pages
 
 
 
 
   
By: 
 
Vax Trading, Inc.
 
/s/ Michel Clémence
     
Name: Michel Clémence
Title:   Director
     
   
By: 
 
OB Kors LLC
 
/s/ Bryon Madsen
     
Name: Bryon Madsen
Title:   V.P. of its Managing Member
 
 
    
     
John Muse
 
/s/ John Muse
 
 
    
   
By: 
Muse Children’s GS Trust
 
/s/ Linda Ehlers
     
Name: Linda Ehlers
Title:   Co-Trustee
     
   
By: 
 
JRM Interim Investors, LP
 
/s/ John Muse
     
Name: John Muse
Title:   President of JRM Management Company, LLC,
            the General Partner of JRM Interim Investors, LP
   
 
 
   
By: 
Muse Family Enterprises, Ltd.
 
/s/ John Muse
     
Name: John Muse
Title:   President of JRM Management Company, LLC,
            the General Partner of Muse Family Enterprises, Ltd.