V F Corp 8-K, filed Feb 7, 2023

V F Corp (VFC)

8-K 2023-02-07 For: 2023-02-07

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Added on April 08, 2026

About this 8-K

V F Corp filed this 8-K on February 7, 2023.

Items reported

Item 2.02: Financial results
Item 9.01: Financial statements and exhibits

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

1551 Wewatta Street
Denver, Colorado	80202
(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
0.250% Senior Notes due 2028	VFC28	New York Stock Exchange
0.625% Senior Notes due 2032	VFC32	New York Stock Exchange

Exhibit No.	Description

99	V.F. Corporation press release dated February 7, 2023.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

		V.F. CORPORATION
		(Registrant)


		By:	/s/ Matthew H. Puckett
		Matthew H. Puckett
		Executive Vice President and Chief Financial Officer

Date:	February 7, 2023

V F Corp 8-K, filed Feb 7, 2023

About this 8-K

Items reported

VF Corporation Reports Third Quarter Earnings, Reaffirms Full Year Fiscal 2023 EPS Outlook and Revenue Within the Prior Range and Unveils Actions to Strengthen Financial Position

Contacts

Summary Revenue Information
(Unaudited)
	Three Months Ended December								Nine Months Ended December
(Dollars in millions)	2022		2021		% Change		% Change (constant currency)		2022		2021		% Change		% Change (constant currency)
Brand:
Vans^®	$	926.9	$	1,060.4	(13	)%	(9	)%	$	2,825.9	$	3,170.7	(11	)%	(7	)%
The North Face^®		1,321.2		1,240.3	7	%	13	%		2,753.2		2,490.2	11	%	17	%
Timberland^®		595.5		593.4	—	%	6	%		1,389.1		1,388.2	—	%	7	%
Dickies^®		177.0		211.5	(16	)%	(13	)%		533.7		640.7	(17	)%	(14	)%
Other Brands		510.1		518.8	(2	)%	5	%		1,371.0		1,327.4	3	%	11	%
VF Revenue	$	3,530.7	$	3,624.4	(3	)%	3	%	$	8,872.9	$	9,017.2	(2	)%	4	%

Region:
Americas	$	2,093.9	$	2,132.7	(2	)%	(1	)%	$	5,233.1	$	5,241.7	—	%	—	%
EMEA		983.3		1,003.3	(2	)%	10	%		2,510.4		2,515.9	—	%	14	%
APAC		453.4		488.3	(7	)%	4	%		1,129.3		1,259.6	(10	)%	(2	)%
VF Revenue	$	3,530.7	$	3,624.4	(3	)%	3	%	$	8,872.9	$	9,017.2	(2	)%	4	%
International	$	1,629.3	$	1,676.5	(3	)%	8	%	$	4,132.7	$	4,257.5	(3	)%	8	%

Channel:
DTC	$	1,937.4	$	1,981.5	(2	)%	3	%	$	4,082.6	$	4,247.3	(4	)%	1	%
Wholesale ^(a)		1,593.3		1,642.9	(3	)%	2	%		4,790.3		4,769.9	—	%	6	%
VF Revenue	$	3,530.7	$	3,624.4	(3	)%	3	%	$	8,872.9	$	9,017.2	(2	)%	4	%
All references to periods ended December 2022 relate to the 13-week and 39-week fiscal periods ended December 31, 2022 and all references to periods ended December 2021 relate to the 13-week and 39-week fiscal periods ended January 1, 2022.
Note: Amounts may not sum due to rounding
^(a)Royalty revenues are included in the wholesale channel for all periods.

VF CORPORATION
Condensed Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share amounts)

	Three Months Ended December						Nine Months Ended December
	2022			2021			2022			2021
Net revenues	$	3,530,667		$	3,624,384		$	8,872,862		$	9,017,176
Costs and operating expenses
Cost of goods sold		1,593,048			1,592,604			4,134,207			4,027,601
Selling, general and administrative expenses		1,421,586			1,353,338			3,828,157			3,549,763
Impairment of goodwill and intangible assets		—			—			421,922			—
Total costs and operating expenses		3,014,634			2,945,942			8,384,286			7,577,364
Operating income		516,033			678,442			488,576			1,439,812
Interest expense, net		(50,230	)		(33,388	)		(115,395	)		(100,533	)
Loss on debt extinguishment		—			(3,645	)		—			(3,645	)
Other income (expense), net		(9,901	)		(95	)		(113,895	)		16,495
Income from continuing operations before income taxes		455,902			641,314			259,286			1,352,129
Income tax expense (benefit)		(51,966	)		123,513			(74,190	)		216,303
Income from continuing operations		507,868			517,801			333,476			1,135,826
Income from discontinued operations, net of tax		—			—			—			170,273
Net income	$	507,868		$	517,801		$	333,476		$	1,306,099
Earnings per common share - basic ^(a)
Continuing operations	$	1.31		$	1.33		$	0.86		$	2.90
Discontinued operations		—			—			—			0.44
Total earnings per common share - basic	$	1.31		$	1.33		$	0.86		$	3.34
Earnings per common share - diluted^(a)
Continuing operations	$	1.31		$	1.32		$	0.86		$	2.89
Discontinued operations		—			—			—			0.43
Total earnings per common share - diluted	$	1.31		$	1.32		$	0.86		$	3.32
Weighted average shares outstanding
Basic		387,739			390,430			387,663			391,187
Diluted		388,192			392,495			388,357			393,547
Cash dividends per common share	$	0.51		$	0.50		$	1.51		$	1.48

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 2022 relate to the 13-week and 39-week fiscal periods ended December 31, 2022 and all references to periods ended December 2021 relate to the 13-week and 39-week fiscal periods ended January 1, 2022. References to March 2022 relate to information as of April 2, 2022.
^(a) Amounts have been calculated using unrounded numbers.

VF CORPORATION
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands)

	December		March		December
	2022		2022		2021
ASSETS
Current assets
Cash and equivalents	$	571,347	$	1,275,943	$	1,333,839
Accounts receivable, net		1,564,957		1,467,842		1,495,859
Inventories		2,591,915		1,418,673		1,287,210
Other current assets		515,763		425,622		483,738
Total current assets		5,243,982		4,588,080		4,600,646
Property, plant and equipment, net		932,663		1,041,777		1,049,691
Goodwill and intangible assets, net		4,932,913		5,394,158		5,419,777
Operating lease right-of-use assets		1,293,041		1,247,056		1,302,545
Other assets		1,910,698		1,071,137		1,163,663
Total assets	$	14,313,297	$	13,342,208	$	13,536,322
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Short-term borrowings	$	901,668	$	335,462	$	106,010
Current portion of long-term debt		910,616		501,051		500,915
Accounts payable		906,340		562,992		559,716
Accrued liabilities		1,827,610		1,915,892		2,057,237
Total current liabilities		4,546,234		3,315,397		3,223,878
Long-term debt		4,617,441		4,584,261		4,646,379
Operating lease liabilities		1,068,744		1,023,759		1,093,013
Other liabilities		761,246		888,436		919,652
Total liabilities		10,993,665		9,811,853		9,882,922
Stockholders' equity		3,319,632		3,530,355		3,653,400
Total liabilities and stockholders' equity	$	14,313,297	$	13,342,208	$	13,536,322

VF CORPORATION
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)

	Nine Months Ended December
	2022			2021
Operating activities
Net income	$	333,476		$	1,306,099
Income from discontinued operations, net of tax		—			170,273
Income from continuing operations, net of tax		333,476			1,135,826
Impairment of goodwill and intangible assets		421,922			—
Depreciation and amortization		192,174			199,652
Reduction in the carrying amount of right-of-use assets		280,845			309,588
Other adjustments		(2,061,889	)		(853,776	)
Cash provided (used) by operating activities - continuing operations		(833,472	)		791,290
Cash provided by operating activities - discontinued operations		—			6,090
Cash provided (used) by operating activities		(833,472	)		797,380
Investing activities
Business acquisitions, net of cash received		—			3,760
Proceeds from sale of businesses, net of cash sold		—			616,529
Proceeds from sale of short-term investments		—			598,806
Capital expenditures		(130,214	)		(214,220	)
Software purchases		(75,460	)		(63,758	)
Other, net		(1,159	)		12,819
Cash provided (used) by investing activities - continuing operations		(206,833	)		953,936
Cash used by investing activities - discontinued operations		—			(525	)
Cash provided (used) by investing activities		(206,833	)		953,411
Financing activities
Contingent consideration payment		(56,976	)		—
Net increase (decrease) from short-term borrowings and long-term debt		1,064,601			(411,400	)
Share repurchases		—			(299,999	)
Cash dividends paid		(586,335	)		(579,194	)
Proceeds from issuance of Common Stock, net of (payments) for tax withholdings		(2,571	)		32,929
Cash provided (used) by financing activities		418,719			(1,257,664	)
Effect of foreign currency rate changes on cash, cash equivalents and restricted cash		(82,512	)		(9,339	)
Net change in cash, cash equivalents and restricted cash		(704,098	)		483,788
Cash, cash equivalents and restricted cash – beginning of year		1,277,082			851,205
Cash, cash equivalents and restricted cash – end of period	$	572,984		$	1,334,993

VF CORPORATION
Supplemental Financial Information
Reportable Segment Information
(Unaudited)
(In thousands)

	Three Months Ended December						% Change		% Change Constant Currency ^(a)
	2022			2021			% Change		% Change Constant Currency ^(a)
Segment revenues
Outdoor	$	2,003,045		$	1,928,427		4	%	10	%
Active		1,258,682			1,410,577		(11	)%	(6	)%
Work		268,940			285,101		(6	)%	(3	)%
Other ^(b)		—			279		*		*
Total segment revenues	$	3,530,667		$	3,624,384		(3	)%	3	%
Segment profit (loss)
Outdoor	$	457,027		$	450,432
Active		146,885			254,497
Work		18,487			47,672
Other ^(b)		(134	)		(44	)
Total segment profit		622,265			752,557
Corporate and other expenses		(116,133	)		(74,210	)
Interest expense, net		(50,230	)		(33,388	)
Loss on debt extinguishment		—			(3,645	)
Income from continuing operations before income taxes	$	455,902		$	641,314

^(a) Refer to constant currency definition on the following pages.
^(b) Other is included for purposes of reconciliation of revenues and profit, but it is not considered a reportable segment. Other primarily includes sourcing activities related to transition services.
* Calculation not meaningful

VF CORPORATION
Supplemental Financial Information
Reportable Segment Information – Constant Currency Basis
(Unaudited)
(In thousands)

	Three Months Ended December 2022
	As Reported			Adjust for Foreign
	under GAAP			Currency Exchange			Constant Currency
Segment revenues
Outdoor	$	2,003,045		$	115,791		$	2,118,836
Active		1,258,682			63,161			1,321,843
Work		268,940			8,293			277,233
Other		—			—			—
Total segment revenues	$	3,530,667		$	187,245		$	3,717,912
Segment profit (loss)
Outdoor	$	457,027		$	32,608		$	489,635
Active		146,885			14,149			161,034
Work		18,487			676			19,163
Other		(134	)		(72	)		(206	)
Total segment profit		622,265			47,361			669,626
Corporate and other expenses		(116,133	)		(1,468	)		(117,601	)
Interest expense, net		(50,230	)		—			(50,230	)
Income from continuing operations before income taxes	$	455,902		$	45,893		$	501,795
Diluted earnings per share growth		(1	)%		8	%		7	%

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. 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. 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).
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 2022
(Unaudited)
(In thousands, except per share amounts)

Three Months Ended December 2022	As Reported under GAAP			Transaction and Deal Related Activities^(a)		Specified Strategic Business Decisions^(b)		Impairment and Pension Settlement Charge^(c)		Tax Item^(d)			Adjusted
Revenues	$	3,530,667		$	—	$	—	$	—	$	—		$	3,530,667

Gross profit		1,937,619			—		1,582		—		—			1,939,201
*Percent*		54.9	%											54.9	%

Operating income		516,033			—		10,609		—		—			526,642
*Percent*		14.6	%											14.9	%

Diluted earnings per share from continuing operations ^(e)		1.31			—		0.02		0.03		(0.24	)		1.12

Nine Months Ended December 2022	As Reported under GAAP			Transaction and Deal Related Activities^(a)		Specified Strategic Business Decisions^(b)		Impairment and Pension Settlement Charge^(c)		Tax Item^(d)			Adjusted
Revenues	$	8,872,862		$	—	$	—	$	—	$	—		$	8,872,862

Gross profit		4,738,655			—		9,946		—		—			4,748,601
*Percent*		53.4	%											53.5	%

Operating income		488,576			331		72,031		421,922		—			982,860
*Percent*		5.5	%											11.1	%

Diluted earnings per share from continuing operations ^(e)		0.86			—		0.15		1.17		(0.24	)		1.93

^(a) Transaction and deal related activities reflect activities associated with the acquisition of Supreme Holdings, Inc. and include integration costs of $0.3 million for the nine months ended December 2022. The transaction and deal related activities resulted in a net tax benefit of $0.1 million in the nine months ended December 2022.
^(b) Specified strategic business decisions include costs related to VF's business model transformation of $8.3 million and $59.5 million during the three and nine months ended December 2022, respectively, related primarily to Corporate actions and resulting restructuring costs. Specified strategic business decisions also include costs related to a transformation initiative for our Asia-Pacific regional operations of $2.3 million and $12.5 million in the three and nine months ended December 2022, respectively. The specified strategic business decisions resulted in a net tax benefit of $2.7 million and $15.0 million in the three and nine months ended December 2022, respectively.
^(c)VF recognized noncash impairment charges related to the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset of $421.9 million during the nine months ended December 2022. The impairment charges were driven by non-operating factors including higher interest rates and foreign currency fluctuations. A noncash pension settlement charge of $91.8 million was recorded in the Other income (expense), net line item during the nine months ended December 2022. The pension settlement charge resulted from the purchase of a group annuity contract, which was an action taken to streamline administration, manage financial risk associated with pension plans, and to transfer a portion of the liability associated with VF's U.S. pension plan to an insurance company. The impairment and pension settlement charges resulted in a net tax expense of $12.2 million and net tax benefit of $60.2 million in the three and nine months ended December 2022, respectively.
^(d) Tax item includes a $94.9 million discrete tax benefit recognized during the three and nine months ended December 2022 related to the Internal Revenue Service examinations for tax year 2017 and short-tax year 2018 resulting in a favorable adjustment to VF's transition tax liability under the Tax Cuts and Jobs Act.
^(e) Amounts shown in the table have been calculated using unrounded numbers. The diluted earnings per share was calculated using 388,192,000 and 388,357,000 weighted average common shares for the three and nine months ended December 2022, respectively.

Non-GAAP Financial Information
The financial information above has been presented on a GAAP basis and on an adjusted basis, which excludes the impact of transaction and deal related activities, activity related to specified strategic business decisions, impairment, a pension settlement charge and a tax item. The adjusted presentation provides 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 2021
(Unaudited)
(In thousands, except per share amounts)

Three Months Ended December 2021	As Reported under GAAP			Transaction and Deal Related Activities^(a)			Specified Strategic Business Decisions^(b)		Tax Items^(c)		Adjusted
Revenues	$	3,624,384		$	—		$	—	$	—	$	3,624,384

Gross profit		2,031,780			—			9,875		—		2,041,655
*Percent*		56.1	%									56.3	%

Operating income		678,442			(49,398	)		13,809		—		642,853
*Percent*		18.7	%									17.7	%

Diluted earnings per share from continuing operations ^(d)		1.32			(0.13	)		0.03		0.13		1.35

Nine Months Ended December 2021	As Reported under GAAP			Transaction and Deal Related Activities^(a)			Specified Strategic Business Decisions^(b)		Tax Items^(c)		Adjusted
Revenues	$	9,017,176		$	—		$	—	$	—	$	9,017,176

Gross profit		4,989,575			—			21,944		—		5,011,519
*Percent*		55.3	%									55.6	%

Operating income		1,439,812			(151,880	)		37,671		—		1,325,603
*Percent*		16.0	%									14.7	%

Diluted earnings per share from continuing operations ^(d)		2.89			(0.37	)		0.08		0.13		2.72

^(a) Transaction and deal related activities include activities associated with the acquisition of Supreme Holdings, Inc. ("Supreme") for the three and nine months ended December 2021. Transaction and deal related activities include a decrease in the estimated fair value of the contingent consideration liability of $50.0 million and $158.0 million for the three and nine months ended December 2021, respectively, and integration costs of $0.6 million and $6.1 million for the three and nine months ended December 2021, respectively. The transaction and deal related activities resulted in a net tax benefit of $3.2 million and net tax expense of $5.1 million in the three and nine months ended December 2021, respectively, primarily related to the impact of the decreases in the estimated fair value of the contingent consideration liability on the interim tax rate calculations.
^(b) Specified strategic business decisions for the three and nine months ended December 2021 include costs related to VF's business model transformation of $0.5 million and $2.2 million in the three and nine months ended December 2021, respectively, related primarily to restructuring and other costs. Specified strategic business decisions also include costs related to a transformation initiative for our Asia-Pacific regional operations of $13.7 million and $35.5 million in the three and nine months ended December 2021, respectively. Specified strategic business decisions also include cost optimization charges and other activities, including the sale of certain assets, indirectly related to the divestiture of the Occupational Workwear business, which totaled income of $0.4 million during the three months ended December 2021. The specified strategic business decisions also include non-operating expense of $0.2 million and income of $1.5 million during the three and nine months ended December 2021, respectively, associated with VF's transformation initiatives. The specified strategic business decisions resulted in a net tax benefit of $2.0 million and $5.2 million in the three and nine months ended December 2021, respectively.
^(c) Tax items include $51.9 million net tax expense associated with certain discrete tax activities recognized during the three and nine months ended December 2021. This is comprised of $87.1 million tax expense for unrecognized tax benefits resulting from updated estimates related to intellectual property transfers completed in a prior period, and $35.2 million tax benefit related to the reorganization of certain foreign operations.
^(d) Amounts shown in the table have been calculated using unrounded numbers. The diluted earnings per share impacts were calculated using 392,495,000 and 393,547,000 weighted average common shares for the three and nine months ended December 2021, respectively.

Non-GAAP Financial Information
The financial information above has been presented on a GAAP basis and on an adjusted basis, which excludes the impact of transaction and deal related activities, activity related to specified strategic business decisions and certain tax items. The adjusted presentation provides 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 2022								Nine Months Ended December 2022
Top 4 Brand Revenue Growth	Americas		EMEA		APAC		Global		Americas		EMEA		APAC		Global
*Vans^®*
% change	(13	)%	(5	)%	(22	)%	(13	)%	(7	)%	(9	)%	(27	)%	(11	)%
% change constant currency*	(13	)%	7	%	(14	)%	(9	)%	(7	)%	3	%	(22	)%	(7	)%
*The North Face^®*
% change	8	%	1	%	17	%	7	%	13	%	3	%	21	%	11	%
% change constant currency*	9	%	13	%	29	%	13	%	14	%	17	%	30	%	17	%
*Timberland^®*
% change	9	%	(5	)%	(17	)%	0	%	0	%	3	%	(9	)%	0	%
% change constant currency*	9	%	7	%	(7	)%	6	%	1	%	18	%	(1	)%	7	%
*Dickies^®*
% change	(19	)%	44	%	(34	)%	(16	)%	(18	)%	17	%	(29	)%	(17	)%
% change constant currency*	(19	)%	63	%	(25	)%	(13	)%	(18	)%	34	%	(22	)%	(14	)%
*Refer to constant currency definition on previous pages.

VF CORPORATION
Supplemental Financial Information
Geographic and Channel Revenue Information
(Unaudited)

	Three Months Ended December 2022
	% Change	% Change Constant Currency*
Geographic Revenue Growth
Americas	(2)%	(1)%
EMEA	(2)%	10%
APAC	(7)%	4%
Greater China	(11)%	(1)%
International	(3)%	8%
Global	(3)%	3%

	Nine Months Ended December 2022
	% Change	% Change Constant Currency*
Geographic Revenue Growth
Americas	0%	0%
EMEA	0%	14%
APAC	(10)%	(2)%
Greater China	(18)%	(12)%
International	(3)%	8%
Global	(2)%	4%

	Three Months Ended December 2022
	% Change	% Change Constant Currency*
Channel Revenue Growth
Wholesale^(a)	(3)%	2%
Direct-to-consumer	(2)%	3%
Digital	0%	6%

	Nine Months Ended December 2022
	% Change	% Change Constant Currency*
Channel Revenue Growth
Wholesale^(a)	0%	6%
Direct-to-consumer	(4)%	1%
Digital	(6)%	(1)%

	As of December
	2022	2021
DTC Store Count
Total	1,282	1,354

*Refer to constant currency definition on previous pages.
^(a) Royalty revenues are included in the wholesale channel for all periods.