VFC 8-K

V F Corp (VFC)

8-K 2020-01-23 For: 2020-01-23

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Pennsylvania	001-05256	23-1180120
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

8505 E. Orchard Road
Greenwood Village, Colorado	80111
(Address of Principal Executive Offices)	(Zip Code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, without par value, stated capital $.25 per share	VFC	New York Stock Exchange
0.625% Senior Notes due 2023	VFC23	New York Stock Exchange

Exhibit No.	Description

99	V.F. Corporation press release dated January 23, 2020.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

		V.F. CORPORATION
		(Registrant)


		By:	/s/ Scott A. Roe
		Scott A. Roe
		Executive Vice President and Chief Financial Officer

Date:	January 23, 2020

VFC 8-K

VF Reports Third Quarter Fiscal 2020 Results and Adjusts Full Year Fiscal 2020 Outlook

Contacts


VF CORPORATION Condensed Consolidated Statements of Income (Unaudited) (In thousands, except per share amounts)
	Three Months Ended December						%	Nine Months Ended December						%
	2019			2018			Change	2019			2018			Change
Net revenues	$	3,384,746		$	3,227,712		5%	$	9,049,493		$	8,584,237		5%
Costs and operating expenses
Cost of goods sold	1,500,463			1,464,761			2%	4,133,884			4,015,441			3%
Selling, general and administrative expenses	1,305,481			1,242,131			5%	3,624,450			3,389,891			7%
Total costs and operating expenses	2,805,944			2,706,892			4%	7,758,334			7,405,332			5%
Operating income	578,802			520,820			11%	1,291,159			1,178,905			10%
Interest, net	(16,814		)	(25,220		)	(33)%	(47,639		)	(76,894		)	(38)%
Other income (expense), net	(22,152		)	(1,027		)	*	(18,367		)	(52,422		)	*
Income from continuing operations before income taxes	539,836			494,573			9%	1,225,153			1,049,589			17%
Income tax expense	87,089			85,453			2%	26,156			162,981			*
Income from continuing operations	452,747			409,120			11%	1,198,997			886,608			35%
Income (loss) from discontinued operations, net of tax	12,256			54,389			*	(35,772		)	244,380			*
Net income	$	465,003		$	463,509		0%	$	1,163,225		$	1,130,988		3%
Earnings (loss) per common share - basic ^(a)
Continuing operations	$	1.14		$	1.03		10%	$	3.02		$	2.24		35%
Discontinued operations	0.03			0.14			*	(0.09		)	0.62			*
Total earnings per common share - basic	$	1.17		$	1.17		0%	$	2.93		$	2.86		2%
Earnings (loss) per common share - diluted^(a)
Continuing operations	$	1.13		$	1.02		11%	$	2.99		$	2.21		35%
Discontinued operations	0.03			0.14			*	(0.09		)	0.61			*
Total earnings per common share - diluted	$	1.16		$	1.16		0%	$	2.90		$	2.82		3%
Weighted average shares outstanding
Basic	395,940			395,294				396,806			395,117
Diluted	400,322			399,767				401,499			400,418
Cash dividends per common share	$	0.48		$	0.51		(6)%	$	1.42		$	1.43		(1)%
* Calculation not meaningful
Basis of presentation of condensed consolidated financial statements: VF operates and reports using a 52/53 week fiscal year ending on the Saturday closest to March 31 of each year. For presentation purposes herein, all references to periods ended December 2019 relate to the 13-week and 39-week fiscal periods ended December 28, 2019 and all references to periods ended December 2018 relate to the 13-week and 39-week fiscal periods ended December 29, 2018. References to March 2019 relate to the balance sheet as of March 30, 2019.
^(a) Amounts have been calculated using unrounded numbers.


VF CORPORATION Condensed Consolidated Balance Sheets (Unaudited) (In thousands)
	December		March		December
	2019		2019		2018
ASSETS
Current assets
Cash and equivalents	$	583,951	$	445,119	$	451,978
Accounts receivable, net	1,641,758		1,465,855		1,566,202
Inventories	1,564,970		1,432,660		1,401,621
Other current assets	365,019		433,793		391,800
Current assets of discontinued operations	—		896,030		800,490
Total current assets	4,155,698		4,673,457		4,612,091
Property, plant and equipment	908,771		915,177		902,665
Goodwill and intangible assets	3,487,811		3,513,678		3,539,450
Operating lease right-of-use asset	1,298,631		—		—
Other assets	963,351		772,755		756,065
Other assets of discontinued operations	—		481,718		474,039
Total assets	$	10,814,262	$	10,356,785	$	10,284,310
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Short-term borrowings	$	56,001	$	659,060	$	674,676
Current portion of long-term debt	4,677		5,263		5,576
Accounts payable	456,993		580,867		536,406
Accrued liabilities	1,444,421		1,154,932		1,115,371
Current liabilities of discontinued operations	—		261,482		231,018
Total current liabilities	1,962,092		2,661,604		2,563,047
Long-term debt	2,110,488		2,115,884		2,135,240
Operating lease liabilities	1,052,854		—		—
Other liabilities	1,121,238		1,232,200		1,239,503
Other liabilities of discontinued operations	—		48,581		45,896
Total liabilities	6,246,672		6,058,269		5,983,686
Stockholders' equity	4,567,590		4,298,516		4,300,624
Total liabilities and stockholders' equity	$	10,814,262	$	10,356,785	$	10,284,310


VF CORPORATION Supplemental Financial Information Reportable Segment Information (Unaudited) (In thousands)
	Three Months Ended December						% Change	% Change Constant Currency ^(a)	% Change Adjusted^(b)	% Change Constant Currency and Adjusted^{(a) (b)}	% Change Adjusted Organic ^{(b) (c)}	% Change Constant Currency and Adjusted Organic^{(a) (b) (c)}
	2019			2018			% Change	% Change Constant Currency ^(a)	% Change Adjusted^(b)	% Change Constant Currency and Adjusted^{(a) (b)}	% Change Adjusted Organic ^{(b) (c)}
Segment revenues
Outdoor	$	1,659,108		$	1,612,605		3%	4%	3%	4%	3%	4%
Active	1,239,462			1,142,580			8%	9%	8%	9%	9%	10%
Work	480,086			471,875			2%	2%	2%	2%	2%	2%
Other ^(d)	6,090			652			*	*	*	*	*	*
Total segment revenues	$	3,384,746		$	3,227,712		5%	6%	5%	6%	5%	6%
Segment profit (loss)
Outdoor	$	348,995		$	338,009		3%	4%
Active	286,474			272,862			5%	6%
Work	54,556			56,178			(3)%	(3)%
Other ^(d)	(2,800		)	520			*	*
Total segment profit	687,225			667,569			3%	3%
Corporate and other expenses	(130,575		)	(147,776		)	(12)%	(12)%
Interest, net	(16,814		)	(25,220		)	(33)%	(33)%
Income from continuing operations before income taxes	$	539,836		$	494,573		9%	9%
^(a) Refer to constant currency definition on the following pages.
^(b) Excludes the operating results of jeanswear wind down activities in South America post the separation of Kontoor Brands for the three months ended December 2019. Refer to Non-GAAP financial information on "Reconciliation of Select GAAP Measures to Non-GAAP Measures - Three and Nine Months Ended December 2019" page for additional information.
^(c) Excludes divestitures representing the operating results of Reef^® and the Van Moer business, through the respective dates of sale for the three months ended December 2018. Refer to Non-GAAP financial information on "Reconciliation of Select GAAP Measures to Non-GAAP Measures - Three and Nine Months Ended December 2018" page for additional information.
^(d) Other is included for purposes of reconciliation of revenues and profit, but it is not considered a reportable segment. Includes results related to the sale of non-VF products and transition services primarily related to the sale of the Nautica^®brand business.
* Calculation not meaningful


VF CORPORATION Supplemental Financial Information Reportable Segment Information (Unaudited) (In thousands)
	Nine Months Ended December						% Change	% Change Constant Currency ^(a)	% Change Adjusted^(b)	% Change Constant Currency and Adjusted^{(a) (b)}	% Change Adjusted Organic ^{(b) (c)}	% Change Constant Currency and Adjusted Organic^{(a) (b) (c)}
	2019			2018			% Change	% Change Constant Currency ^(a)	% Change Adjusted^(b)	% Change Constant Currency and Adjusted^{(a) (b)}	% Change Adjusted Organic ^{(b) (c)}
Segment revenues
Outdoor	$	3,795,665		$	3,647,708		4%	6%	4%	6%	4%	5%
Active	3,885,222			3,579,478			9%	10%	9%	10%	11%	13%
Work	1,338,184			1,346,829			(1)%	0%	(1)%	0%	1%	2%
Other ^(d)	30,422			10,222			*	*	*	*	*	*
Total segment revenues	$	9,049,493		$	8,584,237		5%	7%	5%	7%	6%	8%
Segment profit (loss)
Outdoor	$	525,107		$	512,635		2%	4%
Active	982,240			893,110			10%	12%
Work	140,791			156,425			(10)%	(10)%
Other ^(d)	(2,035		)	3,470			*	*
Total segment profit	1,646,103			1,565,640			5%	6%
Corporate and other expenses	(373,311		)	(439,157		)	(15)%	(15)%
Interest, net	(47,639		)	(76,894		)	(38)%	(38)%
Income from continuing operations before income taxes	$	1,225,153		$	1,049,589		17%	19%
^(a) Refer to constant currency definition on the following pages.
^(b) Excludes the operating results of jeanswear wind down activities in South America post the separation of Kontoor Brands for the nine months ended December 2019. Refer to Non-GAAP financial information on "Reconciliation of Select GAAP Measures to Non-GAAP Measures - Three and Nine Months Ended December 2019" page for additional information.
^(c) Excludes the operating results of Altra^® for the two months ended May 2019, which reflects the one-year anniversary of the acquisition. The change also excludes divestitures representing the operating results of Reef^® and the Van Moer business, through the respective dates of sale for the nine months ended December 2018. Refer to Non-GAAP financial information on "Reconciliation of Select GAAP Measures to Non-GAAP Measures - Three and Nine Months Ended December 2019" and "Reconciliation of Select GAAP Measures to Non-GAAP Measures - Three and Nine Months Ended December 2018" pages for additional information.
^(d) Other is included for purposes of reconciliation of revenues and profit, but it is not considered a reportable segment. Includes results related to the sale of non-VF products and transition services primarily related to the sale of the Nautica^®brand business.
* Calculation not meaningful


VF CORPORATION Supplemental Financial Information Reportable Segment Information – Constant Currency Basis (Unaudited) (In thousands)
	Three Months Ended December 2019
	As Reported			Adjust for Foreign
	under GAAP			Currency Exchange			Constant Currency
Segment revenues
Outdoor	$	1,659,108		$	12,180		$	1,671,288
Active	1,239,462			9,806			1,249,268
Work	480,086			604			480,690
Other	6,090			(240		)	5,850
Total segment revenues	$	3,384,746		$	22,350		$	3,407,096
Segment profit (loss)
Outdoor	$	348,995		$	1,664		$	350,659
Active	286,474			1,659			288,133
Work	54,556			145			54,701
Other	(2,800		)	(2,069		)	(4,869		)
Total segment profit	687,225			1,399			688,624
Corporate and other expenses	(130,575		)	77			(130,498		)
Interest, net	(16,814		)	—			(16,814		)
Income from continuing operations before income taxes	$	539,836		$	1,476		$	541,312
Diluted earnings per share growth	11		%	0		%	11		%
Constant Currency Financial Information
VF is a global company that reports financial information in U.S. dollars in accordance with GAAP. Foreign currency exchange rate fluctuations affect the amounts reported by VF from translating its foreign revenues and expenses into U.S. dollars. These rate fluctuations can have a significant effect on reported operating results. As a supplement to our reported operating results, we present constant currency financial information, which is a non-GAAP financial measure that excludes the impact of translating foreign currencies into U.S. dollars. The constant currency financial information also excludes the impact of foreign currency-denominated transactions in countries with highly inflationary economies. We use constant currency information to provide a framework to assess how our business performed excluding the effects of changes in the rates used to calculate foreign currency translation, and measuring foreign currency transactions in highly inflationary economies. Management believes this information is useful to investors to facilitate comparison of operating results and better identify trends in our businesses.

To calculate foreign currency translation on a constant currency basis, operating results for the current year period for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at the average exchange rates in effect during the comparable period of the prior year (rather than the actual exchange rates in effect during the current year period). Similarly, foreign currency transactions in highly inflationary economies, on a constant currency basis, are calculated using exchange rates from the comparable period of the prior year.

These constant currency performance measures should be viewed in addition to, and not in lieu of or superior to, our operating performance measures calculated in accordance with GAAP. The constant currency information presented may not be comparable to similarly titled measures reported by other companies.


VF CORPORATION Supplemental Financial Information Reportable Segment Information – Constant Currency Basis (Unaudited) (In thousands)
	Nine Months Ended December 2019
	As Reported			Adjust for Foreign
	under GAAP			Currency Exchange			Constant Currency
Segment revenues
Outdoor	$	3,795,665		$	59,353		$	3,855,018
Active	3,885,222			62,000			3,947,222
Work	1,338,184			6,530			1,344,714
Other	30,422			3,974			34,396
Total segment revenues	$	9,049,493		$	131,857		$	9,181,350
Segment profit (loss)
Outdoor	$	525,107		$	6,591		$	531,698
Active	982,240			16,171			998,411
Work	140,791			579			141,370
Other	(2,035		)	(2,667		)	(4,702		)
Total segment profit	1,646,103			20,674			1,666,777
Corporate and other expenses	(373,311		)	(208		)	(373,519		)
Interest, net	(47,639		)	—			(47,639		)
Income from continuing operations before income taxes	$	1,225,153		$	20,466		$	1,245,619
Diluted earnings per share growth	35		%	2		%	37		%
Constant Currency Financial Information
VF is a global company that reports financial information in U.S. dollars in accordance with GAAP. Foreign currency exchange rate fluctuations affect the amounts reported by VF from translating its foreign revenues and expenses into U.S. dollars. These rate fluctuations can have a significant effect on reported operating results. As a supplement to our reported operating results, we present constant currency financial information, which is a non-GAAP financial measure that excludes the impact of translating foreign currencies into U.S. dollars. The constant currency financial information also excludes the impact of foreign currency-denominated transactions in countries with highly inflationary economies. We use constant currency information to provide a framework to assess how our business performed excluding the effects of changes in the rates used to calculate foreign currency translation, and measuring foreign currency transactions in highly inflationary economies. Management believes this information is useful to investors to facilitate comparison of operating results and better identify trends in our businesses.

To calculate foreign currency translation on a constant currency basis, operating results for the current year period for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at the average exchange rates in effect during the comparable period of the prior year (rather than the actual exchange rates in effect during the current year period). Similarly, foreign currency transactions in highly inflationary economies, on a constant currency basis, are calculated using exchange rates from the comparable period of the prior year.

These constant currency performance measures should be viewed in addition to, and not in lieu of or superior to, our operating performance measures calculated in accordance with GAAP. The constant currency information presented may not be comparable to similarly titled measures reported by other companies.


VF CORPORATION Supplemental Financial Information Reconciliation of Select GAAP Measures to Non-GAAP Measures - Three and Nine Months Ended December 2019 (Unaudited) (In thousands, except per share amounts)
Three Months Ended December 2019	As Reported under GAAP			Transaction and Deal Related Costs ^(a)			Relocation and Specified Strategic Business Decisions ^(b)			Pension Settlement Charge ^(c)		Impact of Swiss Tax Act^(d)			Adjusted			Contribution from Acquisition ^(e)			Adjusted Organic
Revenues	$	3,384,746		$	—		$	(231	)	$	—	$	—		$	3,384,515		$	—		$	3,384,515

Gross profit	1,884,283			—			831			—		—			1,885,114			—			1,885,114
*Percent*	55.7		%												55.7		%				55.7		%

Operating income	578,802			—			16,195			—		—			594,997			—			594,997
*Percent*	17.1		%												17.6		%				17.6		%

Other income (expense), net	(22,152		)	—			(18		)	22,934		—			764			—			764

Diluted earnings per share from continuing operations ^(f)	1.13			0.03			0.03			0.04		—			1.23			—			1.23

Nine Months Ended December 2019	As Reported under GAAP			Transaction and Deal Related Costs ^(a)			Relocation and Specified Strategic Business Decisions ^(b)			Pension Settlement Charge ^(c)		Impact of Swiss Tax Act^(d)			Adjusted			Contribution from Acquisition^(e)			Adjusted Organic
Revenues	$	9,049,493		$	—		$	(14,252	)	$	—	$	—		$	9,035,241		$	(11,764	)	$	9,023,477

Gross profit	4,915,609			(630		)	(1,782		)	—		—			4,913,197			(4,485		)	4,908,712
*Percent*	54.3		%												54.4		%				54.4		%

Operating income	1,291,159			22,317			51,093			—		—			1,364,569			37			1,364,606
*Percent*	14.3		%												15.1		%				15.1		%

Other income (expense), net	(18,367		)	—			(30		)	22,934		—			4,537			4			4,541

Diluted earnings per share from continuing operations ^(f)	2.99			0.07			0.10			0.04		(0.41		)	2.78			—			2.79

^(a) Transaction and deal related costs include acquisition, integration and other costs related to the acquisitions of the Icebreaker^® and Altra^® brands, which totaled $12.8 million for the nine months ended December 2019. The costs also include separation and related expenses associated with the spin-off of the Jeans business of $9.5 million, that did not meet the criteria for discontinued operations, for the nine months ended December 2019. These transaction and deal related costs resulted in a net tax benefit of $5.8 million in the nine months ended December 2019. Additionally, the three and nine months ended December 2019 include an adjustment to tax expense of $10.2 million associated with the loss on sale for the divestiture of the Reef^® brand.
^(b)Relocation and specified strategic business decisions for the three and nine months ended December 2019 include costs associated with the relocation of VF’s global headquarters and certain brands to Denver, Colorado, which totaled $10.8 million and $41.5 million for the three and nine months ended December 2019, respectively. This activity includes a gain of approximately $11 million on the sale of certain office real estate and related assets in connection with the relocation, which was recorded in the three months ended June 2019. The activity also includes the operating results of jeanswear wind down activities in South America post the separation of Kontoor Brands and costs related to specified strategic business decisions to cease operations in Argentina and planned business model changes in certain other countries in South America, which totaled $5.4 million and $9.6 million for the three and nine months ended December 2019, respectively. The relocation and specified strategic business decisions costs resulted in a net tax benefit of $3.0 million and $11.3 million for the three and nine months ended December 2019, respectively.
^(c)The pension settlement charge was a result of actions taken to reduce risk, volatility and the liability associated with VF's U.S. pension plan. The pension settlement charge resulted in a net tax benefit of $5.8 million in the three and nine months ended December 2019.
^(d)On May 19, 2019, Switzerland voted to approve the Federal Act on Tax Reform and AHV Financing ("Swiss Tax Act"). Certain provisions of the Swiss Tax Act were enacted during the three months ended September 2019, which resulted in adjustments to deferred tax positions of $164.4 million for the nine months ended December 2019.
^(e)The contribution from acquisition represents the operating results of Altra^® for the two months ended May 2019, which reflects the one-year anniversary of the acquisition. The results exclude transaction and deal related costs.
^(f) Amounts shown in the table have been calculated using unrounded numbers. The diluted earnings per share impacts were calculated using 400,322,000 and 401,499,000 weighted average common shares for the three and nine months ended December 2019, respectively.

Non-GAAP Financial Information
The financial information above has been presented on a GAAP basis, on an adjusted basis, which excludes the impact of transaction and deal related costs, activity related to relocation and specified strategic business decisions, the impact of the pension settlement charge and the impact of the Swiss Tax Act, and on an adjusted organic basis, which excludes the operating results of Altra^® (for the two months ended May 2019). Contribution from acquisition also excludes transaction and deal related costs. These adjusted presentations are non-GAAP measures. Management believes these measures provide investors with useful supplemental information regarding VF's underlying business trends and the performance of VF's ongoing operations and are useful for period-over-period comparisons of such operations.

Management uses the above financial measures internally in its budgeting and review process and, in some cases, as a factor in determining compensation. While management believes that these non-GAAP financial measures are useful in evaluating the business, this information should be considered as supplemental in nature and should be viewed in addition to, and not in lieu of or superior to, VF's operating performance measures calculated in accordance with GAAP. In addition, these non-GAAP financial measures may not be the same as similarly titled measures presented by other companies.


VF CORPORATION Supplemental Financial Information Reconciliation of Select GAAP Measures to Non-GAAP Measures - Three and Nine Months Ended December 2018 (Unaudited) (In thousands, except per share amounts)
Three Months Ended December 2018	As Reported under GAAP			Transaction and Deal Related Costs^(a)		Relocation and other Restructuring Costs ^(b)		Impact of U.S. Tax Act ^(c)		Adjusted			Contribution from Divestitures ^(d)			Adjusted Organic
Revenues	$	3,227,712		$	—	$	—	$	—	$	3,227,712		$	(4,340	)	$	3,223,372

Gross profit	1,762,951			1,640		564		—		1,765,155			(1,395		)	1,763,760
*Percent*	54.6		%							54.7		%				54.7		%

Operating income	520,820			8,046		5,983		—		534,849			1,063			535,912
*Percent*	16.1		%							16.6		%				16.6		%

Other income (expense), net	(1,027		)	4,842		—		—		3,815			1			3,816

Diluted earnings per share from continuing operations ^(e)	1.02			0.02		0.01		0.03		1.08			—			1.09

Nine Months Ended December 2018	As Reported under GAAP			Transaction and Deal Related Costs ^(a)		Relocation and other Restructuring Costs ^(b)		Impact of U.S. Tax Act ^(c)		Adjusted			Contribution from Divestitures ^(d)			Adjusted Organic
Revenues	$	8,584,237		$	—	$	—	$	—	$	8,584,237		$	(96,192	)	$	8,488,045

Gross profit	4,568,796			8,854		3,512		—		4,581,162			(37,417		)	4,543,745
*Percent*	53.2		%							53.4		%				53.5		%

Operating income	1,178,905			36,352		16,699		—		1,231,956			(7,499		)	1,224,457
*Percent*	13.7		%							14.4		%				14.4		%

Other income (expense), net	(52,422		)	36,852		—		—		(15,570		)	6			(15,564		)

Diluted earnings per share from continuing operations ^(e)	2.21			0.15		0.03		0.06		2.46			(0.01		)	2.44

^(a)Transaction and deal related costs include acquisition and integration costs related to the acquisitions of Williamson-Dickie and the Icebreaker^® and Altra^® brands, and divestiture costs related to the sale of the Reef^® brand, which totaled $6.4 million and $33.6 million for the three and nine months ended December 2018, respectively. The costs also include separation and related expenses associated with the spin-off of the Jeans business of $1.6 million and $2.4 million, that did not meet the criteria for discontinued operations, for the three and nine months ended December 2018, respectively. Additionally, the costs included estimated non-operating losses on sale related to the divestitures of the Reef^® brand and Van Moer business, totaling $4.5 million and $36.8 million in the three and nine months ended December 2018, respectively. The transaction and deal related costs resulted in a net tax benefit of $3.3 million and $11.6 million in the three and nine months ended December 2018, respectively.
^(b) Relocation and other restructuring costs for the three and nine months ended December 2018 primarily include costs associated with the relocation of VF's global headquarters and certain brands to Denver, Colorado. The costs resulted in a net tax benefit of $1.6 million and $4.3 million for the three and nine months ended December 2018, respectively.
^(c) On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act ("U.S. Tax Act"). Measurement period adjustments related to the provisional net charge were recorded during the three and nine months ended December 2018, resulting in a tax expense of $10.4 million and $23.3 million for the respective periods.
^(d) The contribution from divestitures represents the operating results of the Reef^® brand and Van Moer business, through the respective dates of sale for the three and nine months ended December 2018. The contribution from divestitures resulted in a net tax benefit of $0.2 million and net tax expense of $1.6 million for the three and nine months ended December 2018, respectively.
^(e)Amounts shown in the table have been calculated using unrounded numbers. The diluted earnings per share impact was calculated using 399,767,000 and 400,418,000 weighted average common shares for the three and nine months ended December 2018, respectively.

Non-GAAP Financial Information
The financial information above has been presented on a GAAP basis, on an adjusted basis, which excludes transaction and deal related expenses, relocation and other restructuring costs and the impact of the U.S. Tax Act, and on an adjusted organic basis, which excludes the operating results of Reef^® and the Van Moer business. These adjusted presentations are non-GAAP measures. Management believes these measures provide investors with useful supplemental information regarding VF's underlying business trends and the performance of VF's ongoing operations and are useful for period-over-period comparisons of such operations.

Management uses the above financial measures internally in its budgeting and review process and, in some cases, as a factor in determining compensation. While management believes that these non-GAAP financial measures are useful in evaluating the business, this information should be considered as supplemental in nature and should be viewed in addition to, and not in lieu of or superior to, VF's operating performance measures calculated in accordance with GAAP. In addition, these non-GAAP financial measures may not be the same as similarly titled measures presented by other companies.


VF CORPORATION Supplemental Financial Information Top 4 Brand Revenue Information (Unaudited)
	Three Months Ended December 2019				Nine Months Ended December 2019
Top 4 Brand Revenue Growth	Americas	EMEA	APAC	Global	Americas	EMEA	APAC	Global
*Vans^®*
% change	9%	14%	23%	12%	15%	8%	25%	15%
% change constant currency*	9%	16%	25%	13%	15%	13%	30%	17%
*The North Face^®*
% change	4%	15%	13%	8%	7%	10%	12%	8%
% change constant currency*	4%	17%	15%	8%	7%	14%	15%	9%
*Timberland^®*
% change	(4)%	(9)%	0%	(5)%	2%	(10)%	2%	(3)%
% change constant currency*	(4)%	(7)%	1%	(4)%	2%	(7)%	3%	(1)%
*Dickies^®*
% change	7%	5%	45%	13%	0%	(2)%	23%	3%
% change constant currency*	7%	6%	46%	13%	0%	1%	25%	4%
*Refer to constant currency definition on previous pages.