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Published on 8/17/2011 in the Prospect News Investment Grade Daily.

New Issue: VF sells $900 million of notes in floating-, fixed-rate tranches

By Andrea Heisinger

New York, Aug. 17 - VF Corp. priced $900 million of senior notes (A3/A-/) in two parts on Wednesday, a source close to the trade said.

A $400 million tranche of two-year floating-rate notes was sold at par to yield three-month Libor plus 75 basis points. The notes are non-callable.

There was also a $500 million tranche of 3.5% 10-year notes priced at 99.69 to yield 3.537% with a spread of 137.5 bps over Treasuries. This tranche has a make-whole call at 20 bps over Treasuries until June 1, 2021 and is callable afterward at par.

Both tranches feature a change-of-control put at 101%.

Active bookrunners were Bank of America Merrill Lynch and J.P. Morgan Securities LLC. Wells Fargo Securities LLC was a passive bookrunner.

Proceeds are being used, along with cash on hand and short-term borrowings, to pay for the acquisition of the Timberland Co.

There is a mandatory call at 101% if the acquisition is not done by March 12, 2012.

VF last priced bonds in a $600 million sale with maturities of 10 and 30 years on Oct. 10, 2007. The 5.95% 10-year notes from that trade were sold at 133 bps over Treasuries.

The lifestyle apparel company is based in Greensboro, N.C.

Issuer:VF Corp.
Issue:Senior notes
Amount:$900 million
Bookrunners:Bank of America Merrill Lynch, J.P. Morgan Securities LLC (active), Wells Fargo Securities LLC (passive)
Change-of-control put:101%
Mandatory redemption:At 101% if acquisition not done by March 12, 2012
Trade date:Aug. 17
Settlement date:Aug. 24
Ratings:Moody's: A3
Standard & Poor's: A-
Two-year floaters
Amount:$400 million
Maturity:Aug. 23, 2013
Coupon:Three-month Libor plus 75 bps
Price:Par
Yield:Three-month Libor plus 75 bps
Call:Non-callable
10-year notes
Amount:$500 million
Maturity:Sept. 1, 2021
Coupon:3.5%
Price:99.69
Yield:3.537%
Spread:Treasuries plus 137.5 bps
Call:Make-whole at Treasuries plus 20 bps until June 1, 2021, after at par

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