Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact:
Cindy Knoebel
VP, Financial
& Corporate Communications
VF Services, Inc.
(646) 472-
2817 / (336) 424-6189
VF CORPORATION AND NAUTICA ENTERPRISES, INC. COMPLETE MERGER
Greensboro, NC - August 27, 2003 VF Corporation (NYSE: VFC), the worlds largest apparel company, announced today that it has completed the previously announced merger between Nautica Enterprises, Inc. (NASDAQ: NAUT) and a subsidiary of VF for a total consideration of approximately $600 million. The merger was approved by Nauticas stockholders today.
As a result of the merger, Nautica has become a wholly-owned subsidiary of VF and each outstanding share of Nautica common stock has been converted into the right to receive $17.00 in cash from VF. Holders of Nautica common stock as of the closing of the merger will receive written instructions shortly on how to surrender their shares of common stock for payment.
VF also announced today the completion of the previously announced purchase of David Chu and Company, Inc.s rights to receive 50% of the net royalty income from licensing the Nautica trademark.
In addition, Mackey J. McDonald, VF chairman and chief executive officer, announced the formation of a new Sportswear Coalition within VF, which will be comprised of the Nautica, Earl Jean, John Varvatos and E. Magrath brands. The Companys other coalitions include North & South America Jeanswear, International Jeanswear, Global Intimates, Outdoor and Imagewear.
We view sportswear as a tremendous growth opportunity, as we further develop the Nautica brands and, over time, add additional brands to our new coalition, said Mr. McDonald.
Eric Wiseman, 47, has been named chairman of the Sportswear Coalition. He will also continue in his role as vice president and chairman of VFs Global Intimates Coalition. Reporting to Mr. Wiseman is David Chu, who is named chief executive officer of all Nautica branded business; Jim Calo, senior vice president, operations; Wayne Marino, senior vice president and chief financial officer; John Varvatos, president, John Varvatos Company; Bonnie Takhar, president, Earl Jean; and Jimmy Haggar, president, E. Magrath. Reporting to Mr. Chu are Chris Heyn, president, Nautica Sportswear; Paulette McCready, president, Nautica Jeanswear/Childrens; Jeff Matthews, president, Nautica Furnishings; and Rich Anders, president, Nautica Retail.
With David Chu at the helm of Nauticas branded business, I am confident well see the brand return to its historical rates of growth and profitability, said Mr. Wiseman. He and his team are focused on returning the brand to its strong heritage, and we are very encouraged by their direction and progress.
Harvey Sanders, chairman, president and chief executive officer of Nautica Enterprises, Inc. has announced that he is leaving the company to pursue other interests. Harvey has been a driving force behind Nauticas success for many years, and we wish him well in his future endeavors, said Mr. McDonald.
Addition
of Nautica to Positively Impact Third Quarter and Full Year Results
VF
expects the acquisition of Nautica could add an additional $.05 to
$.08 to its earnings per share in 2003. Accordingly, the Company
now expects earnings per share could increase 5-7% from the $3.24
per share from continuing operations reported in 2002. Full year
sales are now expected to increase approximately 3%.
The Company continues to expect that third quarter earnings per share will remain in line with its previous guidance. Sales in the quarter are expected to be about flat with prior year levels.
The transaction will also result in an additional $10 to $15 million in cash flow from operations in 2003.
The Company continues to anticipate that Nautica could add at least $.10 to earnings per share in 2004. The Company will provide additional details about its plans and outlook for Nautica in its third quarter earnings release and conference call on October 23, 2003.
Cautionary
Statement on Forward-looking Statements
Certain
statements included in this release are "forward-looking statements"
within the meaning of the federal securities laws. Management cautions
that forward-looking statements are not guarantees and that actual
results could differ materially from those expressed or implied in
the forward-looking statements. Important risk factors that could
cause the actual results of operations or financial condition of
the Company to differ include, but are not necessarily limited to,
the overall level of consumer spending for apparel; changes in trends
in the segments of the market in which the Company competes; competitive
conditions in and financial strength of our customers and of our
suppliers; actions of competitors, customers, suppliers and service
providers that may impact the Company's business; the Companys
ability to integrate new acquisitions successfully; the Companys
ability to achieve anticipated cost savings from the recent restructuring
initiatives; additional terrorist actions; and the impact of economic
and political factors in the markets where the Company competes,
such as recession or changes in interest rates, currency exchange
rates, price levels, capital market valuations and other external
economic and political factors over which the Company has no control.
Investors are also directed to consider the risks and uncertainties
discussed in documents filed by the Company with the Securities and
Exchange Commission.
About the
Company
VF
Corporation is the world's largest apparel company and a leader in
jeanswear, intimate apparel, sportswear, playwear, workwear and daypacks.
Its principal brands include Lee®, Wrangler®, Riders®,
Rustler®, Vanity Fair®, Vassarette®, Bestform®, Lily
of France®, Lee Sport®, Nautica®, Earl Jean®, John
Varvatos®, Healthtex®, JanSport®, Eastpak®, The North
Face® and Red Kap®.
VF Corporation's press releases, annual report and other information can be accessed through the Company's home page, http://www.vfc.com.
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