VF Announces Third Quarter Results and Increases Dividend

    --  Full year earnings guidance moved to higher end of range
    --  3Q revenues decline 5%; 3% in constant dollars
    --  3Q EPS of $1.94 includes $.17 per share impact from higher pension
        expense and currency rates
    --  3Q gross margin of 44.3% near record levels
    --  Higher 2009 cash flow from operations: could reach $800 million
    --  Raising quarterly dividend payment for 37thconsecutive year

Information regarding VF's third quarter conference call webcast today at 4:30 p.m. ET can be found at the end of this release.

GREENSBORO, N.C.-- VF Corporation (NYSE:VFC), a global leader in branded lifestyle apparel, today announced results for the third quarter of 2009. All per share amounts are presented on a diluted basis.

Third quarter revenues were $2,093.8 million, a decline of 5% compared with $2,206.6 million in the third quarter of 2008, with foreign currency translation accounting for two percentage points of the decline. Net income in the current quarter was $217.9 million compared with $233.9 million in the prior year's quarter. Earnings per share declined to $1.94 from $2.10. The current year included a $.17 per share combined impact from higher pension expense and foreign currency translation of $.11 and $.06 per share, respectively. Also impacting the comparison was a $.07 per share benefit from unusual items in last year's third quarter.

For the first nine months of 2009, revenues were $5,304.9 million, down 7% from $5,730.5 million in the prior year period. Foreign currency translation accounted for three percentage points of the decline. Net income and earnings per share both declined 19% to $394.4 million and $3.54 respectively. A majority of the earnings per share decline was due to higher pension expense and foreign currency translation impacts of $.36 and $.19 per share, respectively, which together accounted for $.55 of the $.83 per share reduction.

"We achieved an important improvement in our third quarter performance relative to the first half of the year as conditions have stabilized, giving us the confidence to move our earnings guidance toward the higher end of our prior range," said Eric C. Wiseman, Chairman, President and Chief Executive Officer. "Our relentless drive to control costs, reduce inventories and focus investments on our highest return opportunities has served us very well during these difficult and volatile times. We will continue this disciplined approach through the balance of this year and into 2010 to maximize opportunities for both top and bottom line growth."

He continued, "Our four largest brands - Wrangler(R), Lee(R), The North Face(R) and Vans(R), representing approximately 60% of our total revenues - are strong and healthy, and continue to gain share in most markets. And, we were pleased that our fifth largest brand, Nautica(R), grew revenues and achieved a significant improvement in profitability in the quarter with a return to double-digit margins."

He added, "We are also pleased to announce a 2% increase in our quarterly dividend, to $.60 per share, which will mark 2009 as the 37th consecutive year of higher dividend payments to shareholders. Strong cash generation has enabled us to continue to build on our long-established track record of increasing our dividend and returning superior value to our shareholders."

Third Quarter Business Review

Outdoor and Action Sports

Third quarter revenues in our Outdoor and Action Sports coalition were about even with the prior year, with operating income and margins each reaching record levels in the period. On a constant currency basis, revenues rose 3%. Global revenues of The North Face(R) and Vans(R) brands grew 10% and 4%, respectively, in the quarter on a constant currency basis. Total coalition revenues in our Americas businesses rose 1%, while international revenues were up 4% in constant dollars, led by exceptionally strong growth in Asia. Total direct-to-consumer revenues for our Outdoor and Action Sports coalition rose 17% in the quarter, with double-digit growth in our The North Face(R), Vans(R) and Napapijri(R) brands.

Operating income rose with margins reaching a record 23.1% in the quarter, with continued expansion in gross margins.

Revenue growth should accelerate in the fourth quarter primarily due to an increase in our owned retail store business, as well as more favorable foreign currency translation rates. In addition, operating margins should continue to expand in the quarter compared with the prior year period.

Jeanswear

As anticipated, revenue comparisons in our global Jeanswear business improved in the third quarter versus the second. On a constant currency basis, revenues were down 7% in the third quarter compared with a 12% decline in the second quarter. The improvement is especially evident in our domestic business, which was down 6% in the third quarter compared with a decline of 12% in the second quarter. We continued to grow market share in our Wrangler(R) men's and our Lee(R) men's and women's jeans and casuals businesses in the U.S. Total coalition revenues declined 11% on a reported basis in the quarter.

International jeanswear revenues were down 10% on a constant currency basis in the quarter, reflecting continued difficult economic conditions across Europe. Strong growth continued in Asia, where jeanswear revenues rose 17%.

Operating income declined in the quarter on lower revenues, while operating margins improved to 16.7%.

Fourth quarter revenue comparisons are expected to improve over those of the third quarter. Operating margins should be nearly double those of the prior year's quarter, reflecting strong gross margin expansion both domestically as well as internationally. In addition, operating margins last year were impacted by actions taken in that period to reduce costs.

Sportswear

Revenues of our Sportswear coalition, which includes our Nautica(R) brand and the Kipling(R) brand in North America, grew 4% in the quarter - a significant improvement compared with first half results. While the third quarter benefited from a slight shift in Nautica(R) brand wholesale shipments from the fourth quarter to the third, we continue to expect better comparisons in the second half versus the first, with a mid single-digit decline in total coalition revenues in the period.

Operating margins rebounded strongly in the quarter to 15.8%, reflecting improved margins in our Nautica(R)brand wholesale business and aggressive cost and inventory reduction actions. We continue to expect double-digit operating margins for both the fourth quarter and the year.

Contemporary Brands

Revenues of our Contemporary Brands coalition, which consists of the 7 For All Mankind(R), lucy(R), John Varvatos(R), Splendid(R) and Ella Moss(R) brands increased 3% (or 4% on a constant currency basis), with the acquisition of the Splendid(R) and Ella Moss(R) brands contributing $20 million to revenues in the quarter. Weak conditions in upper tier department and specialty stores continued in the U.S., resulting in a decline in 7 For All Mankind(R) global brand revenues in the quarter. Despite the revenue challenge, the operating margin for our 7 For All Mankind(R) brand for the year should be well above VF's overall long-term target of 15%.

We expect much stronger revenue and operating income comparisons in the fourth quarter, with better top line performance in our 7 For All Mankind(R) brand resulting from new store openings and continued growth in our international business. The addition of the Splendid(R) and Ella Moss(R) brands will also continue to benefit both revenues and operating margins. We remain confident coalition operating margins will return to strong double-digit levels in the fourth quarter.

Imagewear

Imagewear coalition revenues fell 15% in the quarter, with comparable declines in both our Image and Licensed Sports businesses. Our Image business has been impacted this year by high levels of unemployment in key sectors affecting our industrial and protective apparel businesses. Licensed Sports revenues have been impacted by lower attendance at sporting events as well as the overall economic environment which has led to reduced sales of highly discretionary products such as team sports apparel.

Operating income and margins declined reflecting the lower volumes, particularly those in our industrial and protective apparel businesses where profitability levels are higher than the coalition average.

While high unemployment levels will continue to impact Image revenues in the fourth quarter, our customer relationships remain strong and we are well positioned to capitalize on new business opportunities when economic conditions improve. We also expect easier comparisons in our Licensed Sports business in the fourth quarter. The coalition's operating margin is expected to be relatively stable in the quarter compared with the prior year period.

VF's gross margins remained near record levels for the period, and were 44.3% compared with 44.4% in last year's third quarter. Despite a 100 basis point impact from higher pension expense, operating margins declined only slightly, to 15.2% in the quarter from 15.9% in the prior year period.

International and Direct-to-Consumer

Continued growth in our international and direct-to-consumer businesses remain key long-term drivers of both organic growth and margin expansion. During the quarter, international revenues declined 2% on a constant currency basis due to weak market conditions affecting our European jeanswear business in particular. However, on a constant currency basis, international revenues of our Vans(R)and The North Face(R) brands rose in the quarter. Our highly profitable Asian business continued to grow strongly, with revenues up 32% in the quarter.

Our direct-to-consumer business increased 6% in the quarter, driven by strong increases in our Vans(R), The North Face(R), 7 For All Mankind(R) and Napapijri(R) brands. Our direct-to-consumer business represented 15% of VF's total revenues in the quarter, up nearly 2 percentage points from the prior year's quarter. Operating margins of this business also expanded during the quarter, driven primarily by our successful full-price retail formats. We opened a total of 23 stores across our brands in the quarter, bringing the number of owned retail stores to 733 at the end of the quarter. Year-to-date, we have opened 59 stores, and we now expect to open more than 80 stores in total this year.

Balance Sheet and Cash Flow

"A strong balance sheet and cash flow are VF hallmarks, and our focus on working capital management has further enhanced our financial position in 2009," said Mr. Wiseman. "We now expect that cash flow from operations could reach $800 million this year, versus our prior guidance of $750 million."

Cash and equivalents were $379 million and should exceed $600 million at year-end assuming no additional acquisitions this year. Our inventory reduction actions have resulted in a decline in inventories of 13% from September 2008 levels. By year-end, we expect inventories to also be down approximately 13%, or $150 million, from year-end 2008 levels.

Outlook

"We are confident that VF has the right levers in place to drive long-term shareholder value: a foundation of powerful brands with significant long-term growth potential; expanding international and direct-to-consumer platforms that will enhance our brands' reach to consumers while also driving higher margins; and exceptionally strong cash flow that supports our solid dividend and acquisition strategy," said Mr. Wiseman.

With three quarters of the year behind us, we are strengthening our full year earnings guidance. We anticipate that 2009 revenues will be down about 6%, with 2% of the decline due to foreign currency translation. Earnings per share should range between $4.85 and $5.00 versus $5.42 in 2008, including a negative impact of approximately $.70 per share in 2009 from higher pension expense and currency translation.

We expect stronger revenue comparisons in the fourth quarter, helped in part by more favorable foreign currency translation rates. Earnings per share should be up sharply over 2008 levels, as comparisons will benefit from our growing direct-to-consumer business, operating efficiencies and the absence of the restructuring actions that reduced last year's fourth quarter earnings by $.30 per share. Foreign currency translation rates should be neutral to earnings in the quarter, as the quarter is a seasonally lower period of profit contribution from our international businesses. Higher pension expense should impact earnings by $.12 per share.

Dividend Increased

The Board of Directors declared a quarterly cash dividend of $.60 per share, an increase of $.01 per share. The dividend is payable on December 18, 2009 to shareholders of record as of the close of business on December 8, 2009.

Constant Currency Financial Measures

This press release contains constant currency financial information, which is a measure of financial performance that is not prepared in accordance with generally accepted accounting principles ("GAAP"). An explanation of management's use of this non-GAAP financial information is described in the supplemental financial information on page 11.

Statement on Forward Looking Statements

Certain statements included in this release 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. 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 the overall level of consumer spending on apparel; disruption and volatility in the global capital and credit markets; general economic conditions and other factors affecting consumer confidence; VF's reliance on a small number of large customers; the financial strength of VF's customers; changing fashion trends and consumer demand; 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; VF's ability to maintain the strength and security of its information technology systems; 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; fluctuations in the price, availability and quality of raw materials and contracted products; foreign currency fluctuations; 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.

About VF

VF Corporation is a global leader in lifestyle apparel with a diverse portfolio of jeanswear, outdoor, imagewear, sportswear and contemporary apparel brands. Its principal brands include Wrangler(R), Lee(R), Riders(R), The North Face(R), Vans(R), Reef(R), Eagle Creek(R), Eastpak(R), JanSport(R), Napapijri(R), Nautica(R), Kipling(R), John Varvatos(R), 7 For All Mankind(R), lucy(R), Splendid(R), Ella Moss(R), Majestic(R) and Red Kap(R).

VF Corporation's press releases, annual report and other information can be accessed through the Company's home page, www.vfc.com.

Webcast Information

VF will hold its third quarter conference call and webcast today at 4:30 p.m. ET. Interested parties should call 1-800-829-9048 domestic, or 1-913-312-1378 international, to access the call. You may also access this call via the Internet at www.vfc.com. A replay will be available through November 2 and can be accessed by dialing 1-888-203-1112 domestic, and 1-719-457-0820 international. The pass code is 2419147. A replay also can be accessed at the Company's web site at www.vfc.com.


VF CORPORATION
Consolidated Statements of Income
(In thousands, except per share amounts)

                  Three Months Ended September   Nine Months Ended September

                  2009           2008            2009           2008

Net               $ 2,075,510    $ 2,185,825     $ 5,249,619    $ 5,669,503
Sales

Royalty             18,296         20,802          55,298         60,947
Income

Total               2,093,806      2,206,627       5,304,917      5,730,450
Revenues

Costs and
Operating
Expenses

 Cost of goods      1,165,843      1,227,577       2,996,176      3,184,470
 sold

 Marketing,
 administrative     610,072        627,839         1,709,664      1,786,788
 and general
 expenses

                    1,775,915      1,855,416       4,705,840      4,971,258

Operating           317,891        351,211         599,077        759,192
Income

Other Income
(Expense)

 Interest           420            1,435           1,750          4,696
 income

 Interest           (21,325   )    (24,310   )     (65,159   )    (69,516   )
 expense

 Miscellaneous,     505            (1,677    )     3,148          1,138
 net

                    (20,400   )    (24,552   )     (60,261   )    (63,682   )

Income Before       297,491        326,659         538,816        695,510
Income Taxes

Income              79,430         92,608          145,343        208,495
Taxes

Net                 218,061        234,051         393,473        487,015
Income

Net (Income) Loss
Attributable to
Noncontrolling      (141      )    (176      )     913            (130      )
Interests in
Subsidiaries

Net Income
Attributable to   $ 217,920      $ 233,875       $ 394,386      $ 486,885
VF Corporation

Earnings Per
Share
Attributable to
VF Corporation

 Basic            $ 1.97         $ 2.14          $ 3.57         $ 4.46

 Diluted          $ 1.94         $ 2.10          $ 3.54         $ 4.37

Weighted
Average Shares
Outstanding

 Basic              110,881        109,106         110,372        109,062

 Diluted            112,145        111,258         111,471        111,379

Cash Dividends
Per Common        $ 0.59         $ 0.58          $ 1.77         $ 1.74
Share

Fiscal Periods: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
third quarter ends on the Saturday closest to September 30. For presentation
purposes herein, all references to periods ended September 2009, December
2008 and September 2008 relate to the fiscal periods ended as of October 3,
2009, January 3, 2009 and September 27, 2008, respectively.




VF CORPORATION
Consolidated Balance Sheets
(In thousands)

                                          September    December     September
                                          2009         2008         2008

ASSETS

Current Assets

 Cash and equivalents                     $ 379,148    $ 381,844    $ 225,957

 Accounts receivable, net                   1,102,878    851,282      1,313,919

 Inventories                                1,171,151    1,151,895    1,341,842

 Other current assets                       275,556      267,989      222,669

  Total current assets                      2,928,733    2,653,010    3,104,387

Property, Plant and Equipment               1,586,713    1,557,634    1,582,337

 Less accumulated depreciation              956,633      914,907      920,760

                                            630,080      642,727      661,577

Intangible Assets                           1,566,640    1,366,222    1,390,402

Goodwill                                    1,472,150    1,313,798    1,323,808

Other Assets                                308,563      458,111      504,091

                                          $ 6,906,166  $ 6,433,868  $ 6,984,265

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities

 Short-term borrowings                    $ 252,175    $ 53,580     $ 413,469

 Current portion of long-term debt          203,147      3,322        3,427

 Accounts payable                           362,010      435,381      418,712

 Accrued liabilities                        537,725      519,899      577,716

  Total current liabilities                 1,355,057    1,012,182    1,413,324

Long-term Debt                              939,143      1,141,546    1,142,170

Other Liabilities                           754,398      722,895      565,928

Commitments and Contingencies

Stockholders' Equity

 Common Stock                               110,814      109,848      109,827

 Additional paid-in capital                 1,842,147    1,749,464    1,747,775

 Accumulated other comprehensive income     (201,708)    (276,294)    78,268
 (loss)

 Retained earnings                          2,105,758    1,972,874    1,925,132

 Noncontrolling interests in subsidiaries   557          1,353        1,841

  Total stockholders' equity                3,857,568    3,557,245    3,862,843

                                          $ 6,906,166  $ 6,433,868  $ 6,984,265




VF CORPORATION
Consolidated Statements of Cash Flows
(In thousands)

                                                     Nine Months Ended September

                                                     2009          2008

Operating Activities

 Net income                                          $ 393,473     $ 487,015

 Adjustments to reconcile net income to cash
 provided
 by operating activities of continuing operations:

  Depreciation                                         78,616        77,482

  Amortization of intangible assets                    29,953        29,781

  Other amortization                                   12,346        9,862

  Stock-based compensation                             26,998        33,824

  Pension funding over expense                         (35,420  )    (711     )

  Other, net                                           80,601        11,090

  Changes in operating assets and liabilities, net
  of acquisitions:

  Accounts receivable                                  (237,209 )    (363,767 )

  Inventories                                          (1,945   )    (193,485 )

  Other current assets                                 (1,635   )    10,929

  Accounts payable                                     (79,225  )    (93,990  )

  Accrued compensation                                 17,128        (24,259  )

  Accrued income taxes                                 3,598         36,373

  Accrued liabilities                                  3,594         52,588

  Other assets and liabilities                         (26,999  )    (12,929  )

  Cash provided by operating activities of             263,874       59,803
  continuing operations

 Cash used by discontinued                             -             (1,002   )
 operations

  Cash provided by operating                           263,874       58,801
  activities

Investing Activities

 Capital expenditures                                  (57,746  )    (88,319  )

 Business acquisitions, net of cash                    (207,219 )    (93,377  )
 acquired

 Software purchases                                    (9,349   )    (7,349   )

 Sale of property, plant and                           6,050         5,851
 equipment

 Other, net                                            (1,875   )    1,020

  Cash used by investing activities                    (270,139 )    (182,174 )

Financing Activities

 Increase in short-term borrowings                     196,799       281,340

 Payments on long-term debt                            (2,582   )    (2,945   )

 Purchase of Common Stock                              (52,988  )    (149,729 )

 Cash dividends paid                                   (195,550 )    (190,347 )

 Proceeds from issuance of Common Stock, net           47,418        63,450

 Tax benefits of stock option                          4,648         22,246
 exercises

 Other, net                                            -             (305     )

  Cash provided (used) by financing activities         (2,255   )    23,710

Effect of Foreign Currency Rate Changes on Cash        5,824         3,757

Net Change in Cash and Equivalents                     (2,696   )    (95,906  )

Cash and Equivalents - Beginning of                    381,844       321,863
Year

Cash and Equivalents - End of                        $ 379,148     $ 225,957
Period




VF CORPORATION
Supplemental Financial Information
Business Segment Information
(In thousands)

                     Three Months Ended September   Nine Months Ended September

                     2009           2008            2009           2008

Coalition Revenues

Outdoor and Action   $ 904,625      $ 906,608       $ 2,021,095    $ 2,066,351
Sports

Jeanswear              664,801        743,180         1,877,605      2,101,635

Imagewear              221,246        260,099         643,203        748,384

Sportswear             149,050        143,672         356,935        398,256

Contemporary Brands    124,009        120,550         328,611        329,991

Other                  30,075         32,518          77,468         85,833

Total coalition      $ 2,093,806    $ 2,206,627     $ 5,304,917    $ 5,730,450
revenues

Coalition Profit

Outdoor and Action   $ 209,051      $ 188,621       $ 364,310      $ 352,762
Sports

Jeanswear              110,782        122,868         266,699        323,499

Imagewear              19,521         40,757          61,476         104,529

Sportswear             23,576         15,491          35,003         32,078

Contemporary Brands    7,503          12,695          23,946         40,011

Other                  912            (994      )     283            (3,008    )

Total coalition        371,345        379,438         751,717        849,871
profit

Corporate and Other    (52,949   )    (29,904   )     (149,492  )    (89,541   )
Expenses

Interest, net          (20,905   )    (22,875   )     (63,409   )    (64,820   )

Income Before Income $ 297,491      $ 326,659       $ 538,816      $ 695,510
Taxes




VF CORPORATION
Supplemental Financial Information
Business Segment Information - Constant Currency Basis
(In thousands)

                             Three Months    Impact of    Three Months
                             Ended           Foreign      Ended
                             September 2009  Currency     September 2009
                             As Reported     Exchange     Constant Currency

Coalition Revenues

Outdoor and Action Sports    $ 904,625       $ (25,887 )  $ 930,512

Jeanswear                      664,801         (23,033 )    687,834

Imagewear                      221,246         73           221,173

Sportswear                     149,050         -            149,050

Contemporary Brands            124,009         (882    )    124,891

Other                          30,075          -            30,075

Total coalition revenues     $ 2,093,806     $ (49,729 )  $ 2,143,535

Coalition Profit

Outdoor and Action Sports    $ 209,051       $ (6,058  )  $ 215,109

Jeanswear                      110,782         (2,704  )    113,486

Imagewear                      19,521          177          19,344

Sportswear                     23,576          -            23,576

Contemporary Brands            7,503           (92     )    7,595

Other                          912             -            912

Total coalition profit         371,345         (8,677  )    380,022

Corporate and Other Expenses   (52,949   )     -            (52,949   )

Interest, net                  (20,905   )     -            (20,905   )

Income Before Income Taxes   $ 297,491       $ (8,677  )  $ 306,168

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
businesses performed excluding the effects of changes in foreign currency
translation rates. Management believes this information is useful to
investors to facilitate comparisons 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 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
Business Segment Information - Constant Currency Basis
(In thousands)

                             Nine Months     Impact of     Nine Months
                             Ended           Foreign       Ended
                             September 2009  Currency      September 2009
                             As Reported     Exchange      Constant Currency

Coalition Revenues

Outdoor and Action Sports    $ 2,021,095     $ (92,528  )  $ 2,113,623

Jeanswear                      1,877,605       (84,631  )    1,962,236

Imagewear                      643,203         15            643,188

Sportswear                     356,935         -             356,935

Contemporary Brands            328,611         (5,615   )    334,226

Other                          77,468          -             77,468

Total coalition revenues     $ 5,304,917     $ (182,759 )  $ 5,487,676

Coalition Profit

Outdoor and Action Sports    $ 364,310       $ (17,640  )  $ 381,950

Jeanswear                      266,699         (6,477   )    273,176

Imagewear                      61,476          363           61,113

Sportswear                     35,003          -             35,003

Contemporary Brands            23,946          (2,456   )    26,402

Other                          283             -             283

Total coalition profit         751,717         (26,210  )    777,927

Corporate and Other Expenses   (149,492  )     -             (149,492  )

Interest, net                  (63,409   )     -             (63,409   )

Income Before Income Taxes   $ 538,816       $ (26,210  )  $ 565,026




    Source: VF Corporation