-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ChyynRJ1lbfm4swCJq5QpoObzY/zH/TyeWJZMY1yK8Sa6WaZqx1f2deFq63YSBqV nmQ/XRyDSG6HrBx+JgrM3Q== 0000893220-03-000679.txt : 20030422 0000893220-03-000679.hdr.sgml : 20030422 20030422122011 ACCESSION NUMBER: 0000893220-03-000679 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030422 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030422 FILER: COMPANY DATA: COMPANY CONFORMED NAME: V F CORP CENTRAL INDEX KEY: 0000103379 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 231180120 STATE OF INCORPORATION: PA FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05256 FILM NUMBER: 03657877 BUSINESS ADDRESS: STREET 1: 628 GREEN VALLEY RD., STE. 500 CITY: GREENSBORO STATE: NC ZIP: 27408 BUSINESS PHONE: (336)547-6000 MAIL ADDRESS: STREET 2: PO BOX 21488 CITY: GREENSBORO STATE: NC ZIP: 27420 FORMER COMPANY: FORMER CONFORMED NAME: VANITY FAIR MILLS INC DATE OF NAME CHANGE: 19690520 FORMER COMPANY: FORMER CONFORMED NAME: VF CORPORATION DATE OF NAME CHANGE: 19900621 8-K 1 w85701e8vk.txt FORM 8-K VF CORPORATION SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: April 22, 2003 Commission file number: 1-5256 ---------------------------- V. F. CORPORATION (Exact name of registrant as specified in its charter) PENNSYLVANIA 23-1180120 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification number) 105 CORPORATE CENTER BOULEVARD GREENSBORO, NORTH CAROLINA 27408 (Address of principal executive offices) (336) 424-6000 (Registrant's telephone number, including area code) ITEM 9 - Regulation FD Disclosure The following information is furnished pursuant to Item 9, "Regulation FD Disclosure" and Item 12, "Disclosure of Results of Operations and Financial Condition." On April 22, 2003, VF Corporation issued a press release setting forth the first quarter 2003 earnings. A copy of the press release is attached hereto as Exhibit (99.1) and hereby incorporated by reference. 99.1 Press release issued by VF Corporation on April 22, 2003. 2 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. V.F. CORPORATION (Registrant) By: /s/ Robert K. Shearer ---------------------------------------- Robert K. Shearer Vice President - Finance & Global Processes and Chief Financial Officer (Chief Financial Officer) Date: April 22, 2003 3 EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION SEQUENTIAL PAGE NUMBER 99.1 Press release issued by 5 VF Corporation on April 22, 2003
4 EX-99.1 3 w85701exv99w1.txt PRESS RELEASE Exhibit 99.1 [VF LOGO] FOR IMMEDIATE RELEASE Contact: Cindy Knoebel VP, Financial & Corporate Communications VF Services, Inc. (336) 424-6189/(212) 696-1110 VF ANNOUNCES RECORD FIRST QUARTER EPS AND DECLARES DIVIDEND; REAFFIRMS FULL YEAR GUIDANCE VF's first quarter conference call will be held at 2:00 p.m. ET on April 22nd and can be accessed via the Company's web site www.vfc.com or www.companyboardroom.com. A replay will be available shortly after the end of the conference call through April 29th by dialing 800-642-1687 or 706-645-9291, pass code: 9631035. GREENSBORO, NORTH CAROLINA - APRIL 22, 2003 - VF CORPORATION (NYSE: VFC), the world's largest apparel company, today announced that first quarter earnings from continuing operations rose to a record $.83 per share, compared with $.67 per share in the first quarter of 2002. Prior year earnings per share included a net restructuring charge of $.03 per share (see page 7). Income from continuing operations increased to $92.1 million from $77.0 million in the 2002 period. Excluding restructuring charges taken in the first quarter of 2002, income from continuing operations rose 14% in 2003 from $80.5 million in the prior year period. Reflecting a required change in accounting policy for goodwill, the Company reported in the first quarter of 2002 a net loss of $448.3 million, equal to $3.96 per share. All per share amounts are presented on a diluted basis. Sales in the quarter rose 3% to $1,250.1 million versus $1,212.3 million in the prior year's quarter. Foreign currency translation favorably impacted both sales and earnings in the quarter. Excluding foreign currency effects, sales were about flat with the prior year period. The benefit to earnings per share in the quarter was $.05. Commented Mackey J. McDonald, chairman and chief executive officer, "This was a great quarter. Our focus on managing costs is serving us well in this environment. As important, our brands and financial position remain strong, providing us with excellent leverage when conditions improve." BUSINESS REVIEW International jeans sales rose 15% reflecting the positive effects of foreign currency translation. Domestic jeans sales declined 7% due to aggressive actions taken by retail customers during the quarter to control inventories and a number of store closings by customers. Global intimate apparel sales rose 9% in the quarter, with increases across the Company's department store, mass market and international businesses. Sales in the Company's outdoor coalition, which includes The North Face, JanSport and Eastpak brands, rose 15% in the quarter, driven by double-digit sales increases of The North Face brand products in both the U.S. and internationally. Imagewear sales rose 10%, with a double-digit increase in licensed sports apparel sales. Page 2 of 7 April 22, 2003 Playwear sales declined 15%; the Company recently disclosed that it was exploring strategic options for this business. On a currency-adjusted basis, international jeans sales rose 2%, global intimate apparel sales rose 5% and outdoor sales rose 7%. Gross margins rose almost two full percentage points in the quarter, to 37.5%, reflecting lower product costs. Operating margins improved from 11.3% to 12.2%; excluding the impact of restructuring charges, operating margins in the 2002 quarter were 11.8%. The Company's international jeanswear, intimate apparel, imagewear and outdoor businesses all reported improved margins in the quarter. Inventories rose in the quarter as anticipated, reflecting planned increases to support improvements in customer service, the aforementioned tight inventory control by retail customers and the impact of foreign currency translation. The Company continues to expect that inventories at year-end will be flat to up slightly over prior year levels, depending on sales trends. The Company's balance sheet remains exceptionally strong. Debt as a percent of total capital was 28.0%; net of cash, the ratio was 18.9%. OUTLOOK The Company continues to expect that earnings for the full year should increase 5-10% over 2002 earnings per share of $3.38 from continuing operations (which excludes restructuring charges of $.14 per share). We also continue to anticipate that operating margins will improve to 13% in 2003 and that cash flow from operations will be approximately $400 million. In terms of the second quarter, we expect sales to be flat. Excluding the impact of restructuring charges in the second quarter of 2002, earnings per share in the second quarter of 2003 could be flat to down 5%, which is in line with our original plan. "Our guidance for the year - higher margins, strong cash flow and a healthy increase in earnings per share - remains intact and reflects our confidence in our ability to successfully navigate our way through an environment that offers both significant challenges as well as opportunities," Mr. McDonald concluded. DIVIDEND DECLARED The Board of Directors declared a regular quarterly cash dividend of $.25 per share, payable on June 20, 2003 to shareholders of record as of the close of business on June 10, 2003. CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS Certain statements included in this release are "forward-looking statements" within the meaning of the federal securities laws. Management cautions that forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied in the forward-looking statements. Important risk factors that could cause the actual results of operations or financial condition of the Company to differ include, but are not necessarily limited to, the overall level of consumer spending for apparel; changes in trends in the segments of the market in which the Company competes; competitive conditions in and financial strength of our suppliers and of our retail customers; actions of competitors, customers, suppliers and service providers that may impact the Company's business; the ability to achieve anticipated cost savings from the recent Page 3 of 7 April 22, 2003 restructuring initiatives; any continuation of hostilities or additional terrorist actions; and the impact of economic and political factors in the markets where the Company competes, such as recession or changes in interest rates, currency exchange rates, price levels, capital market valuations and other external economic and political factors over which the Company has no control. Investors are also directed to consider the risks and uncertainties discussed in documents filed by the Company with the Securities and Exchange Commission. ABOUT THE COMPANY VF Corporation is the world's largest apparel company and a leader in jeanswear, intimate apparel, playwear, workwear and daypacks. Its principal brands include Lee(R), Wrangler(R), Riders(R), Rustler(R), Vanity Fair(R), Vassarette(R), Bestform(R), Lily of France(R), Lee Sport(R), Healthtex(R), JanSport(R), Eastpak(R), Red Kap(R) and The North Face(R). VF Corporation's press releases, annual report and other information can be accessed through the company's home page, http://www.vfc.com. ### Page 4 of 7 April 22, 2003 VF CORPORATION CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
THREE MONTHS ENDED ------------------------------- APRIL 5 MARCH 30 2003 2002 * ----------- ----------- NET SALES $ 1,250,055 $ 1,212,262 COSTS AND OPERATING EXPENSES Cost of products sold 781,292 784,368 Marketing, administrative and general expenses 322,334 295,117 Other operating (income) expense, net (6,330) (4,497) ----------- ----------- 1,097,296 1,074,988 ----------- ----------- OPERATING INCOME 152,759 137,274 OTHER INCOME (EXPENSE) Interest, net (12,068) (17,387) Miscellaneous, net 731 1,134 ----------- ----------- (11,337) (16,253) ----------- ----------- INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 141,422 121,021 INCOME TAXES 49,356 43,974 ----------- ----------- INCOME FROM CONTINUING OPERATIONS 92,066 77,047 DISCONTINUED OPERATIONS -- 1,949 CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING POLICY FOR GOODWILL -- (527,254) ----------- ----------- NET INCOME (LOSS) $ 92,066 $ (448,258) =========== =========== EARNINGS (LOSS) PER COMMON SHARE - BASIC Income from continuing operations $ 0.84 $ 0.67 Discontinued operations -- 0.02 Cumulative effect of change in accounting policy -- (4.80) Net income (loss) 0.84 (4.11) EARNINGS (LOSS) PER COMMON SHARE - DILUTED Income from continuing operations $ 0.83 $ 0.67 Discontinued operations -- 0.02 Cumulative effect of change in accounting policy -- (4.65) Net income (loss) 0.83 (3.96) WEIGHTED AVERAGE SHARES OUTSTANDING Basic 108,356 109,955 Diluted 110,943 113,377 CASH DIVIDENDS PER COMMON SHARE $ 0.25 $ 0.24
* Reclassified to present the Private Label knitwear and the Jantzen swimwear businesses as discontinued operations. Page 5 of 7 April 22, 2003 VF CORPORATION CONSOLIDATED BALANCE SHEETS (IN THOUSANDS)
APRIL 5 JANUARY 4 MARCH 30 2003 2003 2002* ----------- ----------- ----------- ASSETS CURRENT ASSETS Cash and equivalents $ 265,340 $ 496,367 $ 221,080 Accounts receivable, net 688,908 587,859 662,993 Inventories 894,116 830,518 817,857 Other current assets 143,512 154,513 153,449 Current assets of discontinued operations 3,722 5,283 63,626 ----------- ----------- ----------- Total current assets 1,995,598 2,074,540 1,919,005 PROPERTY, PLANT AND EQUIPMENT 1,543,312 1,539,269 1,565,036 Less accumulated depreciation 982,763 972,723 948,871 ----------- ----------- ----------- 560,549 566,546 616,165 GOODWILL 475,885 473,355 470,466 OTHER ASSETS 397,737 386,204 397,438 NONCURRENT ASSETS OF DISCONTINUED OPERATIONS 2,502 2,506 13,917 ----------- ----------- ----------- $ 3,432,271 $ 3,503,151 $ 3,416,991 =========== =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Short-term borrowings $ 58,553 $ 60,918 $ 66,246 Current portion of long-term debt 782 778 703 Accounts payable 235,758 298,456 231,302 Accrued liabilities 440,039 502,057 468,984 Current liabilities of discontinued operations 8,389 12,635 52,215 ----------- ----------- ----------- Total current liabilities 743,521 874,844 819,450 LONG-TERM DEBT 602,172 602,287 703,851 OTHER LIABILITIES 346,818 331,270 231,107 REDEEMABLE PREFERRED STOCK 35,091 36,902 43,288 DEFERRED CONTRIBUTIONS TO EMPLOYEE STOCK OWNERSHIP PLAN -- -- (298) ----------- ----------- ----------- 35,091 36,902 42,990 COMMON SHAREHOLDERS' EQUITY Common Stock 107,848 108,525 109,902 Additional paid-in capital 931,094 930,132 913,589 Accumulated other comprehensive income (loss) (205,400) (214,141) (106,945) Retained earnings 871,127 833,332 703,047 ----------- ----------- ----------- Total common shareholders' equity 1,704,669 1,657,848 1,619,593 ----------- ----------- ----------- $ 3,432,271 $ 3,503,151 $ 3,416,991 =========== =========== ===========
* Reclassified to present the Private Label knitwear and the Jantzen swimwear businesses as discontinued operations. Page 6 of 7 April 22, 2003 VF CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS)
THREE MONTHS ENDED ------------------------ APRIL 5 MARCH 30 2003 2002* --------- --------- OPERATIONS Net income (loss) $ 92,066 $(448,258) Adjustments to reconcile net income (loss) to cash provided (used) by operating activities of continuing operations: Discontinued operations -- (1,949) Cumulative effect of change in accounting policy -- 527,254 Restructuring costs -- 7,176 Depreciation 27,889 26,422 Other, net 6,786 (875) Changes in current assets and liabilities: Accounts receivable (100,528) (87,799) Inventories (54,704) 40,629 Accounts payable (65,683) (7,575) Other, net (41,941) 53,464 --------- --------- Cash provided (used) by operating activities of continuing operations (136,115) 108,489 INVESTMENTS Capital expenditures (25,528) (12,782) Business acquisitions (2,914) -- Other, net (5,995) 5,863 --------- --------- Cash used by investing activities of continuing operations (34,437) (6,919) FINANCING Decrease in short-term borrowings (4,119) (10,321) Payment of long-term debt (102) (200,152) Purchase of Common Stock (28,562) (41,973) Cash dividends paid (27,750) (26,927) Proceeds from issuance of Common Stock 941 25,038 Other, net (486) (2,402) --------- --------- Cash used by financing activities of continuing operations (60,078) (256,737) NET CASH PROVIDED BY DISCONTINUED OPERATIONS (3,651) 46,805 EFFECT OF FOREIGN CURRENCY RATE CHANGES ON CASH 3,254 (2,607) --------- --------- NET CHANGE IN CASH AND EQUIVALENTS (231,027) (110,969) CASH AND EQUIVALENTS - BEGINNING OF YEAR 496,367 332,049 --------- --------- CASH AND EQUIVALENTS - END OF PERIOD $ 265,340 $ 221,080 ========= =========
* Reclassified to present the Private Label knitwear and the Jantzen swimwear businesses as discontinued operations. ...Continued Page 7 of 7 April 22, 2003 VF CORPORATION SUPPLEMENTAL FINANCIAL INFORMATION CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
FIRST QUARTER 2002 FULL YEAR 2002 ---------------------------- ---------------------------- AS AS REPORTED PRO FORMA * REPORTED PRO FORMA * ----------- ----------- ----------- ----------- NET SALES $ 1,212,262 $ 1,212,262 $ 5,083,523 $ 5,083,523 COSTS AND OPERATING EXPENSES Cost of products sold 784,368 780,230 3,254,008 3,236,160 Marketing, administrative and general expenses 295,117 293,876 1,229,902 1,221,408 Other operating (income) expense, net (4,497) (4,497) (22,311) (22,311) ----------- ----------- ----------- ----------- 1,074,988 1,069,609 4,461,599 4,435,257 ----------- ----------- ----------- ----------- OPERATING INCOME 137,274 142,653 621,924 648,266 OTHER INCOME (EXPENSE) Interest, net (17,387) (17,387) (63,928) (63,928) Miscellaneous, net 1,134 1,134 3,732 3,732 ----------- ----------- ----------- ----------- (16,253) (16,253) (60,196) (60,196) ----------- ----------- ----------- ----------- INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 121,021 126,400 561,728 588,070 INCOME TAXES 43,974 45,928 197,300 207,194 ----------- ----------- ----------- ----------- INCOME FROM CONTINUING OPERATIONS $ 77,047 $ 80,472 $ 364,428 $ 380,876 =========== =========== =========== =========== EARNINGS (LOSS) PER COMMON SHARE FROM CONTINUING OPERATIONS Basic $ 0.67 $ 0.70 $ 3.26 $ 3.41 Diluted 0.67 0.70 3.24 3.38 * The pro forma Consolidated Statements of Income exclude the effects of the 2001 / 2002 Strategic Repositioning Program, as follows: Costs and Operating Expenses Costs of products sold $ 4,138 $ 17,848 Marketing, administrative and general expenses 1,241 8,494 ----------- ----------- $ 5,379 $ 26,342 =========== ===========
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