VF Reports Record First Quarter 2013 Results

  VF Reports Record First Quarter 2013 Results

  *Adjusted EPS up 25 percent to $2.43 (up 26 percent to $2.41 on a GAAP
  *Gross margin improved 240 basis points to 48.1 percent.
  *Outdoor & Action Sports revenues rose 10 percent; increases in every
  *Direct-to-consumer revenues up 12 percent; double-digit growth in U.S. and
  *Full-year adjusted earnings guidance raised by $0.05 per share to $10.75
    ($10.65 on a GAAP basis).

Business Wire

GREENSBORO, N.C. -- April 26, 2013

VF Corporation (NYSE: VFC) today reported financial results for its first
quarter ended March 30, 2013. All per share amounts are presented on a diluted
basis. “Adjusted” amounts refer to non-GAAP measures as described in the
“Adjusted Amounts” paragraph at the end of this release.

“VF’s first quarter performance is a great example of our strong business
model, disciplined execution and our ability to leverage all aspects of our
portfolio,” said Eric Wiseman, VF Chairman and Chief Executive Officer. “The
combination of powerful brands and strong operating platforms creates a unique
engine capable of delivering consistent, long-term shareholder value. With a
strong start to the year, we’re well positioned to achieve our full year

First Quarter 2013 Review

Revenues rose 2 percent, as anticipated, to $2.6 billion compared with the
same period of 2012, driven by strength in the Outdoor & Action Sports,
international and direct-to-consumer businesses. The sale of John Varvatos in
April 2012 negatively impacted VF’s revenue growth comparison by 1 percentage
point in the first quarter.

Gross margin improved 240 basis points to 48.1 percent, an all-time high for
any quarter in VF’s history. This performance, which includes improvements in
nearly every coalition, compares with 45.7 percent in the same period of 2012.
The higher gross margin reflects lower year-over-year product costs and the
continued shift in our revenue mix towards higher margin businesses.

Operating income on an adjusted basis  grew 13 percent to $360 million in the
first quarter compared with $319 million in the same period of 2012. On a GAAP
basis, first quarter operating income increased 14 percent to $358 million,
compared with $314 million in last year’s same period. Adjusted operating
margin was 13.8 percent compared with 12.5 percent in the first quarter of
2012. On a GAAP basis, operating margin rose to 13.7 percent from 12.3 percent
in the first quarter of 2012.

Net income on an adjusted basis grew by 25 percent to $273 million from $219
million in the first quarter of 2012. Adjusted earnings per share – which
excludes Timberland acquisition-related items of $0.02 per share in the first
quarter – increased 25 percent, to $2.43 from $1.94 during the same period
last year. This increase includes a $0.12 per share discrete tax benefit
primarily related to the impact of U.S. tax law changes enacted in 2013, which
are retroactive to 2012. On a GAAP basis, first quarter net income was $270
million, with a 26 percent increase in earnings per share to $2.41, including
the $0.12 per share discrete tax benefit noted above.

First Quarter Coalition Review

Outdoor & Action Sports revenues were up 10 percent in the quarter to $1.4
billion with balanced growth across both the U.S. and international markets.

Revenues for The North Face^® brand rose 6 percent with low single-digit
growth in both the Americas and Europe regions, and continued strong
double-digit growth in Asia. Helped by colder, more seasonable weather, the
brand’s direct-to-consumer business posted a strong double-digit revenue
increase in the quarter.

The Vans^® brand momentum continued in the first quarter with a 25 percent
increase in revenues including over 20 percent growth in the Americas and Asia
regions, and more than a 30 percent increase in Europe. The Vans^® brand
posted strong double-digit revenue increases in both its wholesale and
direct-to-consumer channels.

Timberland^®  brand revenues were in line with expectations; up 2 percent in
the first quarter with mid-teen growth in Asia and a mid single-digit increase
in the Americas region. In Europe, where challenging macro-economic conditions
continue to impact the business, the brand experienced a mid single-digit
decline in revenues. The Timberland^®  brand’s direct-to-consumer business,
which continues to show good progress, grew at a high-teens rate in the

First quarter Outdoor & Action Sports operating income rose 12 percent to $227
million and operating margin increased 40 basis points to 16.4 percent
compared with 16 percent in the 2012 period.

Jeanswear revenues, as expected, decreased 3 percent to $718 million,
including slightly lower sales in the Americas region, which faced difficult
comparisons due to earlier shipments of spring seasonal products in the prior
year’s quarter. Additionally, the first quarter of 2013 was impacted by
difficult conditions in the mid-tier channel. Jeanswear revenues in Europe
declined at a mid single-digit rate. In Asia, as anticipated, Jeanswear
revenues declined by a low double-digit rate, as the Lee^® brand navigates an
industry-wide build up in inventories that began during the latter part of

Revenues for the Wrangler^® brand were down 2 percent with strength in its
U.S. Western and Latin American businesses offset by a slight decline in its
U.S. Mass business due to the previously mentioned seasonal product
pull-forwards in the prior year period. The Lee^® brand’s first quarter
revenues were down 6 percent due to continued challenging dynamics in the
mid-tier channel in the U.S. and difficult macroeconomic conditions in Europe.
And as noted above, the Lee^® brand experienced lower sales in Asia as
retailers work through elevated inventory levels.

Favorable year-over-year product costs and continued improvements in operating
efficiencies led to a 29 percent increase in Jeanswear operating income to
$143 million. Operating margin reached 20 percent in the quarter with
improvements in both the Wrangler^® and Lee^® brands across every region of
the world.

Imagewear revenues declined 9 percent in the first quarter to $253 million
against exceptionally strong growth in the first quarter of 2012. The first
quarter comparison was impacted by a program that was shipped in the first
quarter of 2012 that is not expected to ship until the second half of 2013.
Related to the lower volume, first quarter Imagewear operating margin
decreased to 12.5 percent.

Sportswear posted revenue growth of 4 percent to $128 million driven by a low
single-digit increase in the Nautica^® brand and mid-teen growth in the
Kipling^® (U.S.) brand. The Nautica^® brand revenues in the first quarter were
impacted by a shift in timing of shipments that should drive a mid-teen
revenue increase in the second quarter. Direct-to-consumer revenues for the
Sportswear businesses increased more than 20 percent in the quarter
contributing to an 80 basis point improvement in operating margin over the
prior year period.

Contemporary Brands revenues were down 18 percent in the quarter to $104
million, with 14 percentage points of the decline due to the absence of John
Varvatos, which was sold in April 2012. Excluding John Varvatos from the first
quarter of 2012, revenues were down 4 percent. Direct-to-consumer revenues,
excluding John Varvatos, increased 9 percent.

Contemporary Brands’ operating income in the first quarter decreased 15
percent to $13 million. Operating margin expanded by 40 basis points to 12.1
percent, driven by improved direct-to-consumer performance.

International Review

First quarter international revenues increased 6 percent. Revenues in the
Americas (non-U.S.) region increased 10 percent with strong performances from
the Vans^®, Timberland^® and Wrangler^®  brands. In Asia, revenues were up 9
percent, reflecting strong results by all Outdoor & Action Sports brands.
Revenues in Europe rose 4 percent driven by double-digit growth in the
direct-to-consumer businesses of the Vans^®, The North Face^®, Timberland^®
and Napapijri^® brands. International revenues reached 42 percent of total VF
revenues in the first quarter compared with 40 percent in the same period of

Direct-to-Consumer Review

Direct-to-consumer revenues increased 12 percent in the first quarter
including a 25 percent increase in The North Face^® brand, an 18 percent
increase in the Timberland^® brand and a 15 percent increase in the Vans^®
brand. Direct-to-consumer revenues for the Nautica^®, Kipling^®, Napapijri^®,
Splendid^®  and Ella Moss^® brands also each achieved double-digit growth
during the quarter. A total of 20 stores were opened across our brands in the
quarter bringing the total number of owned retail stores to 1,132.
Direct-to-consumer revenues reached 20 percent of total revenues in the first
quarter compared with 19 percent in the 2012 period.

Balance Sheet Review

Inventories were down $107 million, or 7 percent, from March 2012 levels
reflecting VF’s highly disciplined approach to inventory control. During the
first quarter, VF repurchased a total of 1.7 million shares for approximately
$280 million and made a discretionary contribution of $100 million to its
pension plan.

2013 Earnings Guidance Raised

Revenue guidance for 2013 remains unchanged, with revenues expected to rise by
6 percent to $11.5 billion. Also unchanged is an expected improvement of 100
basis points in gross margin and nearly a 100 basis point increase in
operating margin for the year. Based on slightly stronger than expected first
quarter results, adjusted earnings per share in 2013 are now expected to rise
to $10.75 per share, up $0.05 from the $10.70 per share guidance provided on
February 15. On a GAAP basis, which includes an estimated $0.10 per share in
Timberland acquisition-related expenses, earnings per share in 2013 are now
expected to rise to $10.65 per share, up $0.05 from the prior guidance of
$10.60 per share.

Looking forward to the second quarter, last year’s adjusted earnings per share
of $1.11 included a non-recurring $0.10 per share discrete tax benefit
primarily related to the settlement of prior years’ audits. On a reported
(GAAP) basis, last year’s second quarter earnings per share of $1.40 included
three non-recurring items: a $0.32 per share benefit related to the sale of
John Varvatos, the previously described $0.10 per share discrete tax benefit,
and a $0.03 negative impact resulting from Timberland acquisition-related

Adjusted Amounts

This release refers to adjusted amounts that exclude restructuring and other
items related to the acquisition of Timberland, which approximated $3 million
($0.02 per share) in the first quarter of 2013 compared to $5 million ($0.03
per share) in the first quarter of 2012. Adjusted amounts for the full year
exclude anticipated Timberland acquisition-related expenses of $14 million
($0.10 per share) in 2013 compared to $31 million ($0.25 per share) in 2012.
Additionally, adjusted amounts in 2012 exclude the gain on the sale of John
Varvatos of approximately $42 million ($0.32 per share inclusive of a $0.10
per share tax benefit triggered by the sale). Reconciliations of certain GAAP
measures to adjusted amounts are presented in the supplemental financial
information included with this release, which identify and quantify all
excluded items.

Dividend Declared

VF’s Board of Directors declared a quarterly dividend of $0.87 per share,
payable on June 20, 2013 to shareholders of record on June 10, 2013.

Webcast Information

VF will hold its first quarter conference call and webcast today at
approximately 8:30 a.m. Eastern Time. Interested parties should call
800-946-0708 (domestic) or 719-457-2705 (international) to access the call.
The conference call will be broadcast live and accessible at www.vfc.com. A
replay of the conference call will be available from April 26 through May 3,
2013, via telephone at 877-870-5176 (access code: 7081910) or at www.vfc.com.

About VF

VF Corporation is a global leader in branded lifestyle apparel and footwear
with more than 30 brands. The company’s largest five brands are The North
Face^®, Wrangler^®, Timberland^®, Vans^®, and Lee^®. Other brands include 7
For All Mankind^®, Bulwark^®, Eagle Creek^®, Eastpak^®, Ella Moss^®,
JanSport^®, Kipling^®, lucy^®, Majestic^®, Napapijri^®, Nautica^®, Red Kap^®,
Reef^®, Riders^®, Splendid^® and SmartWool^®. For more information, please
visit www.vfc.com.

Forward Looking Statements

Certain statements included in this release and the attachments are
"forward-looking statements" within the meaning of the federal securities
laws. Forward-looking statements are made based on our expectations and
beliefs concerning future events impacting VF and therefore involve a number
of risks and uncertainties. You can identify these statements by the fact that
they use words such as “will,” “anticipate,” “estimate,” “expect,” “should,”
and “may” and other words and terms of similar meaning or use of future dates.
We caution that forward-looking statements are not guarantees and that actual
results could differ materially from those expressed or implied in the
forward-looking statements. Potential risks and uncertainties that could cause
the actual results of operations or financial condition of VF to differ
materially from those expressed or implied by forward-looking statements in
this release include, but are not limited to, the level of consumer confidence
and overall level of consumer demand for apparel; fluctuations in the price,
availability and quality of raw materials and contracted products; disruption
to VF’s distribution system; disruption and volatility in the global capital
and credit markets; VF's reliance on a small number of large customers; the
financial strength of VF's customers; VF’s response to changing fashion
trends; increasing pressure on margins; VF's ability to implement its growth
strategy; VF's ability to grow its international and direct-to-consumer
businesses; VF's ability to successfully integrate and grow acquisitions,
including the Timberland acquisition; VF's ability to maintain the strength
and security of its information technology systems; adverse unseasonable
weather conditions; stability of VF's manufacturing facilities and foreign
suppliers; continued use by VF's suppliers of ethical business practices; VF's
ability to accurately forecast demand for products; continuity of members of
VF's management; VF's ability to protect trademarks and other intellectual
property rights; maintenance by VF's licensees and distributors of the value
of VF's brands; foreign currency fluctuations; changes in tax liabilities, and
legal, regulatory, political and economic risks in international markets. More
information on potential factors that could affect VF's financial results is
included from time to time in VF's public reports filed with the Securities
and Exchange Commission, including VF's Annual Report on Form 10-K and
Quarterly Reports on Form 10-Q.

                          (Financial Tables Follow)

Consolidated Statements of Income
(In thousands, except per share amounts)
                                                 Three Months Ended March
                                                 2013            2012
Net sales                                        $ 2,582,230     $ 2,527,417
Royalty income                                    29,639        29,038    
Total revenues                                    2,611,869     2,556,455 
Costs and operating expenses
Cost of goods sold                                 1,355,277       1,388,866
Marketing, administrative and general expenses    898,864       853,487   
                                                  2,254,141     2,242,353 
Operating income                                   357,728         314,102
Interest income                                    490             1,038
Interest expense                                   (21,008   )     (23,345   )
Other income (expense), net                       1,039         1,746     
Income before income taxes                         338,249         293,541
Income taxes                                      67,832        78,314    
Net income                                         270,417         215,227
Net (income) loss attributable to                 -             (11       )
noncontrolling interests
Net income attributable to VF Corporation        $ 270,417      $ 215,216   
Earnings per common share attributable to VF
Basic                                            $ 2.46          $ 1.95
Diluted                                            2.41            1.91
Weighted average shares outstanding
Basic                                              110,068         110,527
Diluted                                            111,974         112,750
Cash dividends per common share                  $ 0.87          $ 0.72

Basis of presentation: VF operates and reports using a 52/53 week fiscal year
ending on the Saturday closest to December 31 of each year. Similarly, the
fiscal first quarter ends on the Saturday closest to March 31. For
presentation purposes herein, all references to periods ended March 2013,
December 2012 and March 2012 relate to the 13 week, 52 week and 13 week fiscal
periods ended March 30, 2013, December 29, 2012, and March 31, 2012,


Consolidated Balance Sheets
(In thousands, except share amounts)
                                 March           December        March
                                 2013            2012            2012
Current assets
Cash and equivalents             $ 300,437       $ 597,461       $ 325,649
Accounts receivable, net           1,208,682       1,222,345       1,206,179
Inventories                        1,409,443       1,354,158       1,516,446
Other current assets              341,065       275,619       315,059   
Total current assets               3,259,627       3,449,583       3,363,333
Property, plant and equipment      866,251         828,218         729,079
Intangible assets                  2,897,701       2,917,058       2,956,312
Goodwill                           2,000,703       2,009,757       2,018,839
Other assets                      466,992       428,405       435,754   
Total assets                     $ 9,491,274    $ 9,633,021    $ 9,503,317 
Current liabilities
Short-term borrowings            $ 182,206       $ 12,559        $ 680,500
Current portion of long-term       402,910         402,873         2,789
Accounts payable                   432,918         562,638         537,531
Accrued liabilities               687,366       754,142       683,500   
Total current liabilities          1,705,400       1,732,212       1,904,320
Long-term debt                     1,428,496       1,429,166       1,831,113
Other liabilities                  1,268,384       1,346,018       1,316,216
Commitments and contingencies
Stockholders' equity
Preferred Stock, par value $1      -               -               -
Common Stock, stated value $1      109,257         110,205         109,296
Additional paid-in capital         2,595,430       2,527,868       2,384,636
Accumulated other                  (423,135  )     (453,895  )     (376,979  )
comprehensive income (loss)
Retained earnings                 2,807,442     2,941,447     2,335,520 
Total equity attributable to       5,088,994       5,125,625       4,452,473
VF Corporation
Noncontrolling interests          -             -             (805      )
Total stockholders' equity        5,088,994     5,125,625     4,451,668 
Total liabilities and            $ 9,491,274    $ 9,633,021    $ 9,503,317 
stockholders' equity

Consolidated Statements of Cash Flows
(In thousands)
                                                   Three Months Ended March
                                                   2013           2012
Operating activities
Net income                                         $ 270,417      $ 215,227
Adjustments to reconcile net income to cash
provided (used) by operating activities:
Depreciation                                         36,490         35,064
Amortization of intangible assets                    11,525         12,181
Other amortization                                   9,933          5,658
Stock-based compensation                             23,209         22,922
Provision for doubtful accounts                      5,516          4,199
Pension expense in excess of (less than)             (86,854  )     17,829
Other, net                                           53,213         17,157
Changes in operating assets and liabilities, net
of purchases and sales of businesses:
Accounts receivable                                  (8,938   )     (73,491  )
Inventories                                          (62,263  )     (55,174  )
Other current assets                                 (68,034  )     (6,657   )
Accounts payable                                     (127,139 )     (188,949 )
Accrued compensation                                 (68,880  )     (93,453  )
Accrued income taxes                                 (18,791  )     7,242
Accrued liabilities                                  32,772         (30,459  )
Other assets and liabilities                        9,498        (1,433   )
Cash provided (used) by operating activities         11,674         (112,137 )
Investing activities
Capital expenditures                                 (102,227 )     (25,140  )
Software purchases                                   (10,547  )     (13,370  )
Other, net                                          (2,225   )    6,341    
Cash used by investing activities                    (114,999 )     (32,169  )
Financing activities
Net increase (decrease) in short-term borrowings     169,754        397,595
Payments on long-term debt                           (707     )     (698     )
Purchase of Common Stock                             (281,370 )     (210,840 )
Cash dividends paid                                  (96,263  )     (79,924  )
Proceeds from issuance of Common Stock, net          (7,598   )     (2,164   )
Tax benefits of stock option exercises              24,222       22,055   
Cash provided (used) by financing activities         (191,962 )     126,024
Effect of foreign currency rate changes on cash     (1,737   )    2,703    
and equivalents
Net change in cash and equivalents                   (297,024 )     (15,579  )
Cash and equivalents - beginning of year            597,461      341,228  
Cash and equivalents - end of period               $ 300,437     $ 325,649  

Supplemental Financial Information
Business Segment Information
(In thousands)
                               Three Months Ended March
                               2013            2012
Coalition Revenues
Outdoor & Action Sports        $ 1,384,274     $ 1,263,967
Jeanswear                        717,929         741,711
Imagewear                        252,757         277,521
Sportswear                       128,233         122,915
Contemporary Brands              103,727         126,904
Other                           24,949        23,437    
Total coalition revenues       $ 2,611,869    $ 2,556,455 
Coalition Profit
Outdoor & Action Sports        $ 226,502       $ 201,700
Jeanswear                        143,343         110,772
Imagewear                        31,586          42,926
Sportswear                       12,216          10,726
Contemporary Brands              12,576          14,858
Other                           (2,657    )    (1,610    )
Total coalition profit           423,566         379,372
Corporate and Other Expenses     (64,799   )     (63,524   )
Interest, net                   (20,518   )    (22,307   )
Income Before Income Taxes     $ 338,249      $ 293,541   

Supplemental Financial Information
Business Segment Information – Constant Currency Basis
(In thousands)
                             Three Months Ended March 2013
                             As Reported     Impact of Foreign   Constant
                             under GAAP      Currency Exchange   Currency
Coalition Revenues
Outdoor & Action Sports      $ 1,384,274     $    906            $ 1,383,368
Jeanswear                      717,929            (1,928   )       719,857
Imagewear                      252,757            (303     )       253,060
Sportswear                     128,233            -                128,233
Contemporary Brands            103,727            43               103,684
Other                         24,949           -              24,949    
Total coalition revenues     $ 2,611,869    $    (1,282   )     $ 2,613,151 
Coalition Profit
Outdoor & Action Sports      $ 226,502       $    791            $ 225,711
Jeanswear                      143,343            100              143,243
Imagewear                      31,586             -                31,586
Sportswear                     12,216             -                12,216
Contemporary Brands            12,576             (4       )       12,580
Other                         (2,657    )       -              (2,657    )
Total coalition profit         423,566            887              422,679
Corporate and Other            (64,799   )        -                (64,799   )
Interest, net                 (20,518   )       -              (20,518   )
Income Before Income Taxes   $ 338,249      $    887           $ 337,362   

Constant Currency Financial Information

VF is a global company that reports financial information in U.S. dollars in
accordance with generally accepted accounting principles. 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. We use constant currency
information to provide a framework to assess how our business performed
excluding the effects of changes in foreign currency translation rates.
Management believes this information is useful to investors to facilitate
comparison of operating results and better identify trends in our businesses.

To calculate coalition revenues and profits 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

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

Supplemental Financial Information
Reconciliation of Select GAAP Measures to Non-GAAP Measures
(In thousands)
                           Three Months               Three Months
                           Ended          Operating   Ended          Operating
                           March 2013     Margin      March 2012     Margin
Operating income, as       $   357,728    13.7%       $   314,102    12.3%
reported under GAAP
acquisition-related           2,742                     4,642
Operating income, as       $   360,470    13.8%       $   318,744    12.5%
Net income, as reported    $   270,417                $   215,216
under GAAP
acquisition-related           2,235                     3,295
Net income, as adjusted    $   272,652                $   218,511
Diluted earnings per
share, as reported under   $   2.41                   $   1.91
acquisition-related           0.02                      0.03
Diluted earnings per       $   2.43                   $   1.94
share, as adjusted

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 costs related to the acquisition
of The Timberland Company. 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
Lance Allega, 336-424-6082
Director, Investor Relations
Carole Crosslin, 336-424-7836
Director, Corporate Communications
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