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: January 29, 2004
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."
During its latest fiscal year, VF Corporation made the following filings that
included certain non-GAAP performance measurements:
- - Form 8-K dated April 22, 2003 presenting a press release disclosing
operating results for the period ended April 5, 2003
- - Form 8-K dated July 22, 2003 presenting a press release disclosing
operating results for the period ended July 5, 2003
- - Form 8-K dated October 23, 2003 presenting a press release disclosing
operating results for the period ended October 4, 2003
- - Form 10-Q dated November 7, 2003 for the quarterly period ended October
4, 2003
The attached exhibits identify the non-GAAP performance measurements contained
in those filings and provide reconciliations of each non-GAAP performance
measure to the most directly comparable GAAP amount.
In our internal evaluation of our operating results, including information
presented to our Board of Directors, we present operating results of our
individual business units excluding the effects of restructuring charges
incurred, along with adjustments and gains directly related to those
restructuring actions. Similarly, we may present a forecast of future operating
results excluding the net effects of these restructuring charges. In addition,
we may present operating results or various balance sheet amounts excluding the
effects of foreign currency translation or excluding the effects of recent
acquisitions.
Operating results or financial position presented exclusive of these items is a
measurement of financial performance that is not intended as an alternative to
generally accepted accounting principles. However, we believe that exclusion of
these items provides useful information for comparing historical results for the
periods presented and a basis for comparison with future periods.
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: January 29, 2004
3
EXHIBIT INDEX
EXHIBIT SEQUENTIAL
NUMBER DESCRIPTION PAGE NUMBER
Form 8-K dated April 22, 2003 presenting a press release disclosing operating results
for the period ended April 5, 2003
1A Reconciliation of Non-GAAP Performance Measures to Reported
Consolidated Income Statements for the First Quarter Ended April 5,
2003 and March 30, 2002 6
1B Reconciliation of Non-GAAP Performance Measures to Reported
Consolidated Income Statement for the Year Ended January 4, 2003 7
1C Reconciliation of Non-GAAP Performance Measures to Reported Results
for the First Quarter Ended April 5, 2003 and March 30, 2002 8
1D Reconciliation of Non-GAAP Performance Measure to Projected Earnings
Outlook as of First Quarter Ended April 5, 2003 in relation to Full
Year Ending January 3, 2004 9
1E Reconciliation of Non-GAAP Performance Measure to Projected Earnings
Outlook as of First Quarter Ended April 5, 2003 in Relation to Second
Quarter Ending July 5, 2003 10
Form 8-K dated July 22, 2003 presenting a press release disclosing operating results
for the period ended July 5, 2003
2A Reconciliation of Non-GAAP Performance Measures to Reported
Consolidated Income Statements for the Second Quarter Ended July 5,
2003 and June 29, 2002 11
2B Reconciliation of Non-GAAP Performance Measures to Reported
Consolidated Income Statements for the Six Months Ended July 5, 2003
and Twelve Months Ended January 4, 2003 12
2C Reconciliation of Non-GAAP Performance Measures to Reported Results
for the Second Quarter Ended July 5, 2003 and June 29, 2002 13
2D Reconciliation of Non-GAAP Performance Measure to Projected Earnings
Outlook as of Second Quarter Ended July 5, 2003 in Relation to Full
Year Ending January 3, 2004 14
4
Form 8-K dated October 23, 2003 presenting a press release disclosing operating results
for the period ended October 4, 2003
3A Reconciliation of Non-GAAP Performance Measures to Reported Results
for the Third Quarter Ended October 4, 2003 and September 28, 2002 15
Form 10-Q dated November 7, 2003 for the quarterly period ended October 4, 2003
4A Reconciliation of Non-GAAP Performance Measures to Reported Results
for the Third Quarter Ended October 4, 2003 and September 28, 2002 16
5
EXHIBIT 1A
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURES TO REPORTED CONSOLIDATED INCOME
STATEMENTS
FOR THE FIRST QUARTER ENDED APRIL 5, 2003 AND MARCH 30, 2002
(IN THOUSANDS, EXCEPT PER SHARE AND PERCENTAGE AMOUNTS)
FIRST QUARTER 2003 FIRST QUARTER 2002
------------------ ----------------------------------------------------
ADJUSTED AMOUNTS,
WHICH ARE NON-GAAP
GAAP AMOUNTS GAAP AMOUNTS RESTRUCTURING PERFORMANCE
AS REPORTED AS REPORTED ADJUSTMENTS * MEASURES
------------------ ------------ ------------- ------------------
NET SALES $ 1,250,055 $ 1,212,262 $ - $ 1,212,262
COSTS AND OPERATING EXPENSES
Cost of products sold 781,292 784,368 (4,138) 780,230
Marketing, administrative and general expenses 322,334 295,117 (1,241) 293,876
Other operating income, net (6,330) (4,497) - (4,497)
------------ ------------ ------------ ------------
1,097,296 1,074,988 (5,379) 1,069,609
------------ ------------ ------------ ------------
OPERATING INCOME 152,759 137,274 5,379 142,653
12.2% 11.3% 11.8%
OTHER INCOME (EXPENSE)
Interest, net (12,068) (17,387) - (17,387)
Miscellaneous, net 731 1,134 - 1,134
------------ ------------ ------------ ------------
(11,337) (16,253) - (16,253)
------------ ------------ ------------ ------------
INCOME FROM CONTINUING OPERATIONS
BEFORE INCOME TAXES 141,422 121,021 5,379 126,400
INCOME TAXES 49,356 43,974 1,954 45,928
------------ ------------ ------------ ------------
INCOME FROM CONTINUING OPERATIONS $ 92,066 $ 77,047 $ 3,425 $ 80,472
============ ============ ============ ============
EARNINGS (LOSS) PER COMMON SHARE
FROM CONTINUING OPERATIONS
Basic $ 0.84 $ 0.67 $ 0.03 $ 0.70
Diluted 0.83 0.67 0.03 0.70
% CHANGE 2003 VS 2002
-------------------------------
ADJUSTED
PERCENTAGE, WHICH
GAAP IS A NON-GAAP
AMOUNT AS PERFORMANCE
REPORTED MEASURE
--------- -----------------
NET SALES
COSTS AND OPERATING EXPENSES
Cost of products sold
Marketing, administrative and general expenses
Other operating income, net
OPERATING INCOME
OTHER INCOME (EXPENSE)
Interest, net
Miscellaneous, net
INCOME FROM CONTINUING OPERATIONS
BEFORE INCOME TAXES
INCOME TAXES
INCOME FROM CONTINUING OPERATIONS 19% 14%
========= ============
EARNINGS (LOSS) PER COMMON SHARE
FROM CONTINUING OPERATIONS
Basic
Diluted
This supplemental schedule is a comparative Consolidated Statement of Income
that presents the effects of restructuring charges (described below) to
arrive at various non-GAAP performance measures.
* Non-GAAP performance measure related to the effects of restructuring costs:
During the fourth quarter of 2001 the Company initiated a Strategic
Repositioning Program consisting of a series of actions to exit
underperforming businesses and aggressively reduce the Company's overall
cost structure. The majority of the charges associated with this Program
occured in the fourth quarter of 2001; however, there were additional
charges related to the Program, net of gains and adjustments directly
related to these charges, during the first quarter of 2002.
6
EXHIBIT 1B
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURES TO REPORTED CONSOLIDATED INCOME
STATEMENT
FOR THE YEAR ENDED JANUARY 4, 2003
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
FULL YEAR 2002
---------------------------------------------------
ADJUSTED AMOUNTS,
WHICH ARE NON-GAAP
GAAP AMOUNTS RESTRUCTURING PERFORMANCE
AS REPORTED ADJUSTMENTS * MEASURES
------------ -------------- ------------------
NET SALES $ 5,083,523 $ - $ 5,083,523
COSTS AND OPERATING EXPENSES
Cost of products sold 3,254,008 (17,848) 3,236,160
Marketing, administrative and general expenses 1,229,902 (8,494) 1,221,408
Other operating income, net (22,311) - (22,311)
------------ ------------ ------------
4,461,599 (26,342) 4,435,257
------------ ------------ ------------
OPERATING INCOME 621,924 26,342 648,266
12.2% 12.8%
OTHER INCOME (EXPENSE)
Interest, net (63,928) - (63,928)
Miscellaneous, net 3,732 - 3,732
------------ ------------ ------------
(60,196) - (60,196)
------------ ------------ ------------
INCOME FROM CONTINUING OPERATIONS
BEFORE INCOME TAXES 561,728 26,342 588,070
INCOME TAXES 197,300 9,894 207,194
------------ ------------ ------------
INCOME FROM CONTINUING OPERATIONS $ 364,428 $ 16,448 $ 380,876
============ ============ ============
EARNINGS (LOSS) PER COMMON SHARE
FROM CONTINUING OPERATIONS
Basic $ 3.26 $ 0.15 $ 3.41
Diluted 3.24 0.14 3.38
This supplemental schedule is a Consolidated Statement of Income that
presents the effects of restructuring charges (described below) to arrive at
various non-GAAP performance measures.
* Non-GAAP performance measure related to the effects of restructuring costs:
During the fourth quarter of 2001 the Company initiated a Strategic
Repositioning Program consisting of a series of actions to exit
underperforming businesses and aggressively reduce the Company's overall
cost structure. The majority of the charges associated with this Program
occured in the fourth quarter of 2001; however, there were additional
charges related to the Program, net of gains and adjustments directly
related to those charges, during 2002.
7
EXHIBIT 1C
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURES TO REPORTED RESULTS
FOR THE FIRST QUARTER ENDED APRIL 5, 2003 AND MARCH 30, 2002
(IN THOUSANDS, EXCEPT PERCENTAGES)
FIRST QUARTER 2003
---------------------------------------------------------------
ADJUSTMENTS TO
ELIMINATE EFFECT OF NON-GAAP
GAAP FOREIGN CURRENCY PERFORMANCE
AS REPORTED TRANSLATION* MEASURE
------------ ------------------- ---------------------------
(Column A) (Column B) (Col. A - Col. B = Col. C)
VF CORPORATION CONSOLIDATED NET SALES $ 1,250,055 $ 39,088 $ 1,210,967
INTERNATIONAL JEANS NET SALES 217,979 23,485 194,494
GLOBAL INTIMATE APPAREL NET SALES 231,789 8,632 223,157
OUTDOOR NET SALES 100,385 6,971 93,414
FIRST QTR. 2002
---------------
GAAP GAAP
GAAP DOLLAR CHANGE PERCENT CHANGE
AS REPORTED IN NET SALES IN NET SALES
------------ --------------------------- ---------------------
Column D (Col. A - Col. D) = Col. E) (Column E / Column D)
------------ --------------------------- ---------------------
VF CORPORATION CONSOLIDATED NET SALES $ 1,212,262 $ 37,793 3%
INTERNATIONAL JEANS NET SALES 190,112 27,867 15%
GLOBAL INTIMATE APPAREL NET SALES 212,660 19,129 9%
OUTDOOR NET SALES 87,609 12,776 15%
NON-GAAP NON-GAAP
DOLLAR CHANGE PERCENT CHANGE
IN NET SALES IN NET SALES
-------------------------- ---------------------
(Col. C - Col. D = Col. F) (Column F / Column D)
-------------------------- ---------------------
VF CORPORATION CONSOLIDATED NET SALES $ (1,295) 0%
INTERNATIONAL JEANS NET SALES 4,382 2%
GLOBAL INTIMATE APPAREL NET SALES 10,497 5%
OUTDOOR NET SALES 5,805 7%
This supplemental schedule includes financial measures that present the
effects of changes in foreign currency translation (described below) to
arrive at various non-GAAP performance measures.
* Non-GAAP performance measure related to the effects of foreign currency
translation: The Company has foreign businesses that operate in functional
currencies other than the US dollar, primarily the euro. Fluctuations of
these currencies, in their relative strength against the US dollar, can
create increases or decreases in as reported GAAP numbers vs. a comparable
base period that are not operational in nature.
8
EXHIBIT 1D
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURE TO PROJECTED EARNINGS OUTLOOK
AS OF FIRST QUARTER ENDED APRIL 5, 2003 IN RELATION TO FULL YEAR ENDING
JANUARY 3, 2004
FULL YEAR 2003 FULL YEAR 2002 % CHANGE 2003 VS 2002
-------------- ----------------------------------------------- ----------------------------
GAAP NON-GAAP
GAAP AMOUNTS GAAP AMOUNT RESTRUCTURING NON-GAAP AMOUNT AS PERFORMANCE
AS PROJECTED AS REPORTED ADJUSTMENTS * PERFORMANCE MEASURE REPORTED MEASURE
-------------- ----------- ------------- ------------------- --------- -----------------
EARNINGS (LOSS) PER COMMON SHARE
FROM CONTINUING OPERATIONS
Diluted $ 3.55 - 3.72 $ 3.24 $ 0.14 $ 3.38 10% - 15% 5% - 10%
This supplemental schedule presents the effects of restructuring
charges (described below) to arrive at various non-GAAP performance
measures.
* Non-GAAP performance measure related to the effects of restructuring
costs: During the fourth quarter of 2001 the Company initiated a
Strategic Repositioning Program consisting of a series of actions to
exit underperforming businesses and aggressively reduce the Company's
overall cost structure. The majority of the charges associated with
this Program occurred in the fourth quarter of 2001; however, there
were additional charges related to the Program, net of gains and
adjustments directly related to those charges, during 2002.
9
EXHIBIT 1E
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURE TO PROJECTED EARNINGS OUTLOOK
AS OF FIRST QUARTER ENDED APRIL 5, 2003 IN RELATION TO SECOND QUARTER ENDING
JULY 5, 2003
SECOND QTR. 2003 SECOND QUARTER 2002 % CHANGE 2003 VS 2002
---------------- ------------------------------------------------ ------------------------------
GAAP NON-GAAP
GAAP AMOUNTS GAAP AMOUNT RESTRUCTURING NON-GAAP AMOUNT AS PERFORMANCE
AS PROJECTED AS REPORTED ADJUSTMENTS * PERFORMANCE MEASURE REPORTED MEASURE
---------------- ----------- ------------- ------------------- ---------- -----------------
EARNINGS (LOSS) PER COMMON SHARE
FROM CONTINUING OPERATIONS
Diluted $0.73 - 0.77 $ 0.79 $ (0.02) $ 0.77 (3%) - (8%) 0% - (5%)
This supplemental schedule presents the effects of restructuring
charges (described below) to arrive at various non-GAAP performance
measures.
* Non-GAAP performance measure related to the effects of restructuring
costs: During the fourth quarter of 2001 the Company initiated a
Strategic Repositioning Program consisting of a series of actions to
exit underperforming businesses and aggressively reduce the Company's
overall cost structure. The majority of the charges associated with
this Program occurred in the fourth quarter of 2001; however, there
were additional charges related to the Program, net of gains and
adjustments directly related to those charges, during the second
quarter of 2002.
10
EXHIBIT 2A
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURES TO REPORTED CONSOLIDATED INCOME
STATEMENTS
FOR THE SECOND QUARTER ENDED JULY 5, 2003 AND JUNE 29, 2002
(IN THOUSANDS, EXCEPT PER SHARE AND PERCENTAGE AMOUNTS)
SECOND QUARTER 2003 SECOND QUARTER 2002 % CHANGE 2003 VS 2002
-------------------- ------------------------------------------------ ----------------------------
ADJUSTED
ADJUSTED AMOUNTS, PERCENTAGE, WHICH
WHICH ARE NON-GAAP GAAP IS A NON-GAAP
GAAP AMOUNTS GAAP AMOUNT RESTRUCTURING PERFORMANCE AMOUNT AS PERFORMANCE
AS REPORTED AS REPORTED ADJUSTMENTS * MEASURES REPORTED MEASURE
--------------- ----------- ------------- ------------------ --------- -----------------
NET SALES $ 1,134,742 $ 1,160,256 $ - $ 1,160,256
COSTS AND OPERATING EXPENSES
Cost of products sold 714,011 725,076 3,109 728,185
Gross Margin % 37.1% 37.5% 37.2%
Marketing, administrative
and general expenses 301,157 288,578 56 288,634
Other operating income, net (6,039) (5,324) - (5,324)
------------- ----------- ------------- ----------------
1,009,129 1,008,330 3,165 1,011,495
------------- ----------- ------------- ----------------
OPERATING INCOME 125,613 151,926 (3,165) 148,761
11.1% 13.1% 12.8%
OTHER INCOME (EXPENSE)
Interest, net (13,090) (14,727) - (14,727)
Miscellaneous, net 2,207 392 - 392
------------- ----------- ------------- ----------------
(10,883) (14,335) - (14,335)
------------- ----------- ------------- ----------------
INCOME FROM CONTINUING OPERATIONS
BEFORE INCOME TAXES 114,730 137,591 (3,165) 134,426
INCOME TAXES 39,785 49,111 (1,246) 47,865
------------- ----------- ------------- ----------------
INCOME FROM CONTINUING OPERATIONS $ 74,945 $ 88,480 $ (1,919) $ 86,561 (15%) (13%)
============= =========== ============= ================ ======== =================
EARNINGS (LOSS) PER COMMON SHARE
FROM CONTINUING OPERATIONS
Basic $ 0.69 $ 0.79 $ (0.02) $ 0.77
Diluted 0.68 0.79 (0.03) 0.76
This supplemental schedule is a comparative Consolidated Statement of
Income that presents the effects of restructuring charges (described
below) to arrive at various non-GAAP performance measures.
* Non-GAAP performance measure related to the effects of restructuring
costs: During the fourth quarter of 2001 the Company initiated a
Strategic Repositioning Program consisting of a series of actions to
exit underperforming businesses and aggressively reduce the Company's
overall cost structure. The majority of the charges associated with
this Program occured in the fourth quarter of 2001; however, there were
additional charges related to the Program, net of gains and adjustments
directly related to those charges, during the second quarter of 2002.
11
EXHIBIT 2B
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURES TO REPORTED CONSOLIDATED INCOME
STATEMENTS
FOR THE SIX MONTHS ENDED JULY 5, 2003 AND TWELVE MONTHS ENDED JANUARY 4, 2003
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
SIX MONTHS 2002 FULL YEAR 2002
------------------------------------------------ -----------------------------------------------
ADJUSTED AMOUNTS, ADJUSTED AMOUNTS,
WHICH ARE NON-GAAP WHICH ARE NON-GAAP
GAAP AMOUNTS RESTRUCTURING PERFORMANCE GAAP AMOUNTS RESTRUCTURING PERFORMANCE
AS REPORTED ADJUSTMENTS * MEASURES AS REPORTED ADJUSTMENTS * MEASURES
------------ ------------- ------------------ ------------ ------------- ------------------
NET SALES $ 2,372,518 $ - $ 2,372,518 $ 5,083,523 $ - $ 5,083,523
COSTS AND OPERATING EXPENSES
Cost of products sold 1,509,444 (1,029) 1,508,415 3,254,008 (17,848) 3,236,160
Marketing, administrative
and general expenses 583,695 (1,185) 582,510 1,229,902 (8,494) 1,221,408
Other operating income, net (9,821) - (9,821) (22,311) - (22,311)
----------- ------------- ----------------- ----------- ------------ -----------------
2,083,318 (2,214) 2,081,104 4,461,599 (26,342) 4,435,257
----------- ------------- ----------------- ----------- ------------ -----------------
OPERATING INCOME 289,200 2,214 291,414 621,924 26,342 648,266
12.2% 12.3% 12.2% 12.8%
OTHER INCOME (EXPENSE)
Interest, net (32,114) - (32,114) (63,928) - (63,928)
Miscellaneous, net 1,526 - 1,526 3,732 - 3,732
----------- ------------- ----------------- ----------- ------------ -----------------
(30,588) - (30,588) (60,196) - (60,196)
----------- ------------- ----------------- ----------- ------------ -----------------
INCOME FROM CONTINUING OPERATIONS
BEFORE INCOME TAXES 258,612 2,214 260,826 561,728 26,342 588,070
INCOME TAXES 93,085 707 93,792 197,300 9,894 207,194
----------- ------------- ----------------- ----------- ------------ -----------------
INCOME FROM CONTINUING OPERATIONS $ 165,527 $ 1,507 $ 167,034 $ 364,428 $ 16,448 $ 380,876
=========== ============= ================= =========== ============ =================
EARNINGS (LOSS) PER COMMON SHARE
FROM CONTINUING OPERATIONS
Basic $ 1.45 $ 0.02 $ 1.47 $ 3.26 $ 0.15 $ 3.41
Diluted 1.45 0.02 $ 1.47 3.24 0.14 3.38
This supplemental schedule is a Consolidated Statement of Income that
presents the effects of restructuring charges (described below) to
arrive at various non-GAAP performance measures.
* Non-GAAP performance measure related to the effects of restructuring
costs: During the fourth quarter of 2001 the Company initiated a
Strategic Repositioning Program consisting of a series of actions to
exit underperforming businesses and aggressively reduce the Company's
overall cost structure. The majority of the charges associated with
this Program occured in the fourth quarter of 2001; however, there were
additional charges related to the Program, net of gains and adjustments
directly related to those charges, during 2002.
12
EXHIBIT 2C
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURES TO REPORTED RESULTS
FOR THE SECOND QUARTER ENDED JULY 5, 2003 AND JUNE 29, 2002
(IN THOUSANDS, EXCEPT PERCENTAGES)
SECOND QUARTER 2003 SECOND QTR. 2002
------------------------------------------------------------- ----------------
ADJUSTMENT TO
ELIMINATE EFFECT OF NON-GAAP
GAAP FOREIGN CURRENCY PERFORMANCE GAAP
AS REPORTED TRANSLATION* MEASURE AS REPORTED
----------- ------------------- --------------------------- ----------------
(Column A) (Column B) (Col. A - Col. B = Col. C) Column D
----------------
VF CORPORATION
CONSOLIDATED NET SALES $ 1,134,742 $ 28,647 $1,106,095 $ 1,160,256
GAAP GAAP NON-GAAP NON-GAAP
DOLLAR CHANGE PERCENT CHANGE DOLLAR CHANGE PERCENT CHANGE
IN NET SALES IN NET SALES IN NET SALES IN NET SALES
--------------------------- --------------------- -------------------------- ---------------------
(Col. A - Col. D) = Col. E) (Column E / Column D) (Col. C - Col. D = Col. F) (Column F / Column D)
--------------------------- --------------------- -------------------------- ---------------------
VF CORPORATION
CONSOLIDATED NET SALES $ (25,514) (2%) $ (54,161) (5%)
This supplemental schedule includes financial measures that present the
effects of changes in foreign currency translation (described below) to
arrive at various non-GAAP performance measures.
* The Company has foreign businesses that operate in functional
currencies other than the US dollar, primarily the euro. Fluctuations
of these currencies, in their relative strength against the US dollar,
can create increases or decreases in as reported GAAP numbers vs. a
comparable base period that are not operational in nature.
13
EXHIBIT 2D
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURE TO PROJECTED EARNINGS OUTLOOK
AS OF SECOND QUARTER ENDED JULY 5, 2003 IN RELATION TO FULL YEAR ENDING
JANUARY 3, 2004
FULL YEAR 2003 FULL YEAR 2002 % CHANGE 2003 VS 2002
-------------- ------------------------------------------------ ----------------------------
GAAP NON-GAAP
GAAP AMOUNT GAAP AMOUNT RESTRUCTURING NON-GAAP AMOUNT AS PERFORMANCE
AS PROJECTED AS REPORTED ADJUSTMENTS * PERFORMANCE MEASURE REPORTED MEASURE
-------------- ----------- ------------- -------------------- --------- -----------------
EARNINGS (LOSS) PER COMMON SHARE
FROM CONTINUING OPERATIONS
Diluted $3.34-$3.40 $3.24 $0.14 $3.38 3-5% 0%
This supplemental schedule presents the effects of restructuring
charges (described below) to arrive at various non-GAAP performance
measures.
* Non-GAAP performance measure related to the effects of restructuring
costs: During the fourth quarter of 2001 the Company initiated a
Strategic Repositioning Program consisting of a series of actions to
exit underperforming businesses and aggressively reduce the Company's
overall cost structure. The majority of the charges associated with
this Program occurred in the fourth quarter of 2001; however, there
were additional charges related to the Program, net of gains and
adjustments directly related to those charges, during 2002.
14
EXHIBIT 3A
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURES TO REPORTED RESULTS
FOR THE THIRD QUARTER ENDED OCTOBER 4, 2003 AND SEPTEMBER 28, 2002
(IN THOUSANDS, EXCEPT PERCENTAGES)
THIRD QUARTER 2003 THIRD QTR. 2002
--------------------------------------------------------------------------------------- ---------------
ADJUSTMENTS TO
ELIMINATE EFFECT OF ADJUSTMENTS TO NON-GAAP
GAAP AMOUNTS FOREIGN CURRENCY ELIMINATE EFFECT OF PERFORMANCE GAAP AMOUNTS
AS REPORTED TRANSLATION* AN ACQUISITION** MEASURES AS REPORTED
------------ ------------------- ------------------- ------------------------------- ---------------
(Column A) (Column B) (Column C) (Col. A - Col. B & C = Col. D) Column E
---------------
VF CORPORATION
CONSOLIDATED NET SALES $1,435,403 $29,153 n/a $ 1,406,250 $ 1,400,389
INTERNATIONAL
JEANS NET SALES 200,719 18,382 n/a 182,337 184,430
OUTDOOR NET SALES 211,598 6,782 n/a 204,816 184,430
GAAP GAAP NON-GAAP NON-GAAP
DOLLAR CHANGE PERCENT CHANGE DOLLAR CHANGE PERCENT CHANGE
IN NET SALES IN NET SALES IN NET SALES IN NET SALES
--------------------------- --------------------- -------------------------- ---------------------
(Col. A - Col. E) = Col. F) (Column F / Column E) (Col. D - Col. E = Col. G) (Column G / Column E)
--------------------------- --------------------- -------------------------- ---------------------
VF CORPORATION
CONSOLIDATED NET SALES $ 35,014 3% $ 5,861 0%
INTERNATIONAL
JEANS NET SALES 16,289 9% (2,093) (1%)
OUTDOOR NET SALES 27,168 15% 20,386 11%
THIRD QUARTER 2003 THIRD QTR. 2002
--------------------------------------------------------------------------------------- ---------------
ADJUSTMENTS TO
ELIMINATE EFFECT OF ADJUSTMENTS TO NON-GAAP
GAAP AMOUNTS FOREIGN CURRENCY ELIMINATE EFFECT OF PERFORMANCE GAAP AMOUNTS
AS REPORTED TRANSLATION* AN ACQUISITION** MEASURES AS REPORTED
------------ ------------------- ------------------- ------------------------------- ---------------
(Column A) (Column B) (Column C) (Col. A - Col. B & C = Col. D) Column E
---------------
VF CORPORATION
CONSOLIDATED INVENTORY
EXCLUDING ACQUISITION
ADJUSTMENTS 1,062,585 121,876 940,709 878,636
VF CORPORATION
CONSOLIDATED INVENTORY
EXCLUDING FOREIGN
CURRENCY TRANSLATION
EFFECTS AND
ACQUISITION
ADJUSTMENTS 1,062,585 20,756 121,876 919,953 878,636
GAAP GAAP NON-GAAP NON-GAAP
DOLLAR CHANGE PERCENT CHANGE DOLLAR CHANGE PERCENT CHANGE
IN INVENTORY IN INVENTORY IN INVENTORY IN INVENTORY
--------------------------- --------------------- -------------------------- ---------------------
VF CORPORATION
CONSOLIDATED INVENTORY
EXCLUDING ACQUISITION
ADJUSTMENTS 183,949 21% 62,073 7%
VF CORPORATION
CONSOLIDATED INVENTORY
EXCLUDING FOREIGN
CURRENCY TRANSLATION
EFFECTS AND
ACQUISITION
ADJUSTMENTS 183,949 21% 41,317 5%
This supplemental schedule includes financial measures that present the
effects of changes in foreign currency translation and an acquisition
(both described below) to arrive at various non-GAAP performance
measures.
* The Company has foreign businesses that operate in functional
currencies other than the US dollar, primarily the euro. Fluctuations
of these currencies, in their relative strength against the US dollar,
can create increases or decreases in as reported GAAP numbers vs. a
comparable base period that are not operational in nature.
** The Company acquired Nautica Enterprises, Inc. on August 27, 2003.
15
EXHIBIT 4A
VF CORPORATION
RECONCILIATION OF NON-GAAP PERFORMANCE MEASURES TO REPORTED RESULTS
FOR THE THIRD QUARTER ENDED OCTOBER 4, 2003 AND SEPTEMBER 28, 2002
(IN THOUSANDS, EXCEPT PERCENTAGES)
THIRD QUARTER 2003 THIRD QTR. 2002
--------------------------------------------------------------------------------------- ---------------
ADJUSTMENTS TO
ELIMINATE EFFECT OF ADJUSTMENTS TO NON-GAAP
GAAP AMOUNTS FOREIGN CURRENCY ELIMINATE EFFECT OF PERFORMANCE GAAP AMOUNTS
AS REPORTED TRANSLATION* AN ACQUISITION** MEASURES AS REPORTED
------------ ------------------- ------------------- ------------------------------- ---------------
(Column A) (Column B) (Column C) (Col. A - Col. B & C = Col. D) Column E
---------------
VF CORPORATION
CONSOLIDATED ACCOUNTS
RECEIVABLE EXCLUDING
ACQUISITION ADJUSTMENTS $ 840,159 $92,288 $ 747,871 $ 744,918
VF CORPORATION
CONSOLIDATED ACCOUNTS
RECEIVABLE EXCLUDING
FOREIGN CURRENCY
TRANSLATION EFFECTS
AND ACQUISITION
ADJUSTMENTS 840,159 38,169 92,288 709,702 744,918
GAAP GAAP NON-GAAP NON-GAAP
DOLLAR CHANGE PERCENT CHANGE DOLLAR CHANGE PERCENT CHANGE
IN ACCOUNTS RECEIVABLE IN ACCOUNTS RECEIVABLE IN ACCOUNTS RECEIVABLE IN ACCOUNTS RECEIVABLE
--------------------------- ---------------------- -------------------------- ----------------------
(Col. A - Col. E) = Col. F) (Column F / Column E) (Col. D - Col. E = Col. G) (Column G / Column E)
--------------------------- ---------------------- -------------------------- ----------------------
VF CORPORATION
CONSOLIDATED ACCOUNTS
RECEIVABLE EXCLUDING
ACQUISITION ADJUSTMENTS $ 95,241 13% $ 2,953 0%
VF CORPORATION
CONSOLIDATED ACCOUNTS
RECEIVABLE EXCLUDING
FOREIGN CURRENCY
TRANSLATION EFFECTS
AND ACQUISITION
ADJUSTMENTS 95,241 13% (35,216) (5%)
THIRD QUARTER 2003 THIRD QTR. 2002
--------------------------------------------------------------------------------------- ---------------
ADJUSTMENTS TO
ELIMINATE EFFECT OF ADJUSTMENTS TO NON-GAAP
GAAP AMOUNTS FOREIGN CURRENCY ELIMINATE EFFECT OF PERFORMANCE GAAP AMOUNTS
AS REPORTED TRANSLATION* AN ACQUISITION** MEASURES AS REPORTED
------------ ------------------- ------------------- ------------------------------- ---------------
(Column A) (Column B) (Column C) (Col. A - Col. B & C = Col. D) Column E
---------------
VF CORPORATION
CONSOLIDATED INVENTORY
EXCLUDING ACQUISITION
ADJUSTMENTS 1,062,585 121,876 940,709 878,636
VF CORPORATION
CONSOLIDATED INVENTORY
EXCLUDING FOREIGN
CURRENCY TRANSLATION
EFFECTS AND
ACQUISITION
ADJUSTMENTS 1,062,585 20,756 121,876 919,953 878,636
GAAP GAAP NON-GAAP NON-GAAP
DOLLAR CHANGE PERCENT CHANGE DOLLAR CHANGE PERCENT CHANGE
IN INVENTORY IN INVENTORY IN INVENTORY IN INVENTORY
--------------------------- --------------------- -------------------------- ---------------------
VF CORPORATION
CONSOLIDATED INVENTORY
EXCLUDING ACQUISITION
ADJUSTMENTS 183,949 21% 62,073 7%
VF CORPORATION
CONSOLIDATED INVENTORY
EXCLUDING FOREIGN
CURRENCY TRANSLATION
EFFECTS AND
ACQUISITION
ADJUSTMENTS 183,949 21% 41,317 5%
This supplemental schedule includes financial measures that present the
effects of changes in foreign currency translation and an acquisition
(both described below) to arrive at various non-GAAP performance
measures.
* The Company has foreign businesses that operate in functional
currencies other than the US dollar, primarily the euro. Fluctuations
of these currencies, in their relative strength against the US dollar,
can create increases or decreases in as reported GAAP numbers vs. a
comparable base period that are not operational in nature.
** The Company acquired Nautica Enterprises, Inc. on August 27, 2003.
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