VF Corp. begins tender for 6% notes due 2033, 6.45% notes due 2037

By Marisa Wong

Los Angeles, Feb. 3 – VF Corp. said it has begun cash tender offers for any and all of its $300 million outstanding 6% notes due 2033 (Cusips: 918204AR9, 918204AQ1, U9222HAC6) and $350 million outstanding 6.45% notes due 2037 (Cusip: 918204AT5).

The offers will expire at 11:59 p.m. ET on March 2.

Holders who tender their notes by 5 p.m. ET on Feb. 14, the early tender date, will be eligible to receive the total consideration, which includes an early tender payment of $30 per $1,000 principal amount.

Holders tendering after the early tender date will only be eligible to receive the tender offer consideration, which is the total consideration less the early tender payment.

The total consideration will be determined using a fixed spread plus the applicable yield to maturity based on the bid-side price of the applicable U.S. Treasury reference security. The reference security is the 1.75% U.S. Treasury due Nov. 15, 2029 for the 2033 notes and the 2.25% U.S. Treasury due Aug. 15, 2049 for the 2037 notes. The fixed spread is 115 bps for the 2033 notes and 80 bps for the 2037 notes.

Pricing will be determined at 11 a.m. ET on Feb. 18.

The company will also pay accrued interest to but excluding the applicable settlement date. Settlement of early tendered notes is expected to occur on Feb. 21. Settlement of any final tenders will be on March 3.

Tenders may be withdrawn prior to 5 p.m. ET on Feb. 14.

The company said it may also from time to time, after completion of the tender offers, redeem the notes or purchase additional notes in the open market, in privately negotiated transactions, through tender or exchange offers or otherwise.

The tender offers are not subject to any minimum tender condition but are subject to a financing condition.

Barclays (212 528-7581 or 800 438-3242) and Morgan Stanley & Co. LLC (212 761-1057 or 800 624-1808) are the dealer managers for the tender offer.

D.F. King & Co., Inc. (800 290-6432 or 212 269-5550 for banks and brokers) is the information and tender agent.

VF Corp. is an apparel, footwear and accessories company based in Denver.

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