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: July 7, 2003
Commission file number: 1-5256
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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 5 - Other Events
On July 7, 2003, V.F. Corporation ("VF") announced that it and its wholly owned
subsidiary Voyager Acquisition Corporation had entered into an Agreement and
Plan of Merger with Nautica Enterprises, Inc. ("Nautica") dated as of July 7,
2003 (the "Merger Agreement"), which sets forth the terms and conditions of a
proposed business combination of VF and Nautica.
A copy of the Merger Agreement among VF, Nautica and Voyager Acquisition
Corporation is attached hereto as Exhibit 2.1 and made a part hereof. A copy of
the press release issued by VF on July 7, 2003 is attached hereto as Exhibit
99.1 and made a part hereof. A copy of the Voting Agreement among VF, Voyager
Acquisition Corporation, Harvey Sanders, the Harvey Sanders Grantor Retained
Income Trust and David Chu dated as of July 7, 2003 is attached hereto as
Exhibit 99.2 and made a part hereof. A copy of the Purchase Agreement among
David Chu, David Chu and Company, Inc. and VF dated as of July 7, 2003 is
attached hereto as Exhibit 99.3 and made a part hereof. A copy of the
Employment and Consulting Agreement among David Chu, Voyager Acquisition
Corporation and VF, as guarantor and third party beneficiary, dated as of July
7, 2003 is attached hereto as Exhibit 99.4 and made a part hereof.
ITEM 7 - Exhibits
Exhibit 2.1 Agreement and Plan of Merger dated as of July 7, 2003 among
Nautica, VF and Voyager Acquisition Corporation (schedules and
exhibits omitted).
Exhibit 99.1 Press Release dated July 7, 2003.
Exhibit 99.2 Voting Agreement dated as of July 7, 2003 among VF, Voyager
Acquisition Corporation, Harvey Sanders, the Harvey Sanders
Grantor Retained Income Trust and David Chu.
Exhibit 99.3 Purchase Agreement dated as of July 7, 2003 among David Chu,
David Chu and Company, Inc. and VF.
Exhibit 99.4 Employment and Consulting Agreement dated as of July 7, 2003
among David Chu, Voyager Acquisition Corporation and VF, as
guarantor and third party beneficiary.
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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
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(Registrant)
By: /s/ Robert K. Shearer
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Robert K. Shearer
Vice President - Finance & Global
Processes and Chief Financial Officer
(Chief Financial Officer)
Date: July 7, 2003
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EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
2.1 Agreement and Plan of Merger dated as of July 7, 2003 among
Nautica, VF and Voyager Acquisition Corporation (schedules
and exhibits omitted).
99.1 Press Release dated July 7, 2003.
99.2 Voting Agreement dated as of July 7, 2003 among VF,
Voyager Acquisition Corporation, Harvey Sanders, the
Harvey Sanders Grantor Retained Income Trust and
David Chu.
99.3 Purchase Agreement dated as of July 7, 2003
among David Chu, David Chu and
Company, Inc. and VF.
99.4 Employment and Consulting Agreement dated as of July 7,
2003 among David Chu, Voyager Acquisition Corporation and
VF, as guarantor and third party beneficiary.
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