SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended DECEMBER 31, 2001
Commission file number: 1-5256
VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR HOURLY EMPLOYEES
(Full title of plan)
628 GREEN VALLEY ROAD, SUITE 500
GREENSBORO, NC 27408
(Address of principal executive offices)
(336) 547-6000
(Registrant's telephone number, including area code)
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR HOURLY EMPLOYEES
Table of contents
Page No.
Report of Independent Accountants 4
Statements of Net Assets Available for Benefits,
December 31, 2001 and December 31, 2000 5
Statements of Changes in Net Assets Available for Benefits -
For the Years Ended December 31, 2001, 2000 and 1999 6
Notes to Financial Statements 7
Supplemental Schedules*:
Schedule H - Line 4i - Schedule of Assets (Held
At End of Year) 12
* - Other schedules required by Section 2520.103-10 of the Department
of Labor Rules and Regulations for Reporting and Disclosure under
ERISA have been omitted because they are not applicable.
Exhibit 23.1 - Consent of Independent Accountants 13
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the VF
Corporation Pension Plan Committee has duly caused this annual report to be
signed by the undersigned thereunto duly authorized.
VF Corporation Tax-Advantaged Savings Plan
for Hourly Employees
By: /s/ Frank C. Pickard III
-------------------------
Frank C. Pickard III
Vice President, Treasurer
VF Corporation
Date: June 28, 2002
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Participants and Administrator of
VF Corporation Tax-Advantaged Savings Plan for Hourly Employees
In our opinion, the accompanying statements of net assets available for benefits
and the related statements of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the VF Corporation Tax-Advantaged Savings Plan for Hourly Employees (the
"Plan") at December 31, 2001 and 2000, and the changes in net assets available
for benefits for the three years in the period ended December 31, 2001 in
conformity with accounting principles generally accepted in the United States of
America. These financial statements are the responsibility of the Plan's
management; our responsibility is to express an opinion on these financial
statements based on our audits. We conducted our audits of these statements in
accordance with auditing standards generally accepted in the United States of
America, which require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets (held
at end of year) is presented for the purpose of additional analysis and is not a
required part of the basic financial statements but is supplementary information
required by the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974. This
supplemental schedule is the responsibility of the Plan's management. The
supplemental schedule has been subjected to the auditing procedures applied in
the audits of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
/s/PricewaterhouseCoopers LLP
June 14, 2002
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR HOURLY EMPLOYEES
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31
ASSETS 2001 2000
------ ---- ----
Investments, at fair value
VF Corporation common stock -
56,195 shares in 2001 $ 2,192,158 $ 1,983,394
54,729 shares in 2000
Other securities 23,592,692 25,076,458
----------- -----------
Total investments 25,784,850 27,059,852
Loans receivable from participants 920,122 723,888
----------- -----------
Net assets available for benefits $26,704,972 $27,783,740
=========== ===========
See notes to financial statements.
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR HOURLY EMPLOYEES
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31
2001 2000 1999
---- ---- ----
Investment income
Interest $ 0 $ 2,263 $ 452,991
Dividends on VF Corporation common stock 55,252 48,511 29,200
Income from mutual funds and bank common
trust funds 344,470 782,573 432,398
------------ ------------ ------------
399,722 833,347 914,589
Contributions
Interest on Loan Repayments 55,406 38,105 13,830
Transfer from merged plans (Note A) 0 2,221,218 0
Participants 3,088,273 4,362,591 4,634,992
------------ ------------ ------------
3,543,401 7,455,261 5,563,411
Benefits paid to participants (4,414,933) (3,807,510) (3,705,369)
Net realized and unrealized appreciation
(depreciation)in fair value of investments (207,236) 296,957 268,591
------------ ------------ ------------
Net increase/decrease (1,078,768) 3,944,708 2,126,633
Net assets available for benefits
Beginning of period 27,783,740 23,839,032 21,712,399
------------ ------------ ------------
End of period $ 26,704,972 $ 27,783,740 $ 23,839,032
============ ============ ============
See notes to financial statements.
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
NOTE A -- DESCRIPTION OF THE PLAN
Effective April 1, 1998, VF Corporation (the Corporation) adopted the VF
Corporation Tax-Advantaged Savings Plan for Hourly Employees (the Plan), which
is a cash or deferred plan under Section 401(k) of the Internal Revenue Code.
Under the Plan, certain hourly employees of specified subsidiaries, having at
least one year of credited service, may elect to contribute between 2% and 15%
of their compensation to the Plan. Employees remain fully vested in their
contributions to the Plan.
Employee contributions are invested at the direction of the employee in one or
more of the funds administered by the Plan's trustees. All Plan assets are
trusteed by Fidelity Management Trust Company with the exception of the Fixed
Income Fund which is trusteed by UMB Bank, n.a. The investment programs and
investment objectives of the Plan funds are as follows:
(a) Money Market Fund: Monies are invested in a money market fund.
(b) Fixed Income Fund: Monies are invested in investments that provide a
fixed rate of return.
(c) Balanced Fund: Monies are invested in investments to obtain as much
income as possible, consistent with the preservation and
conservation of capital.
(d) Equity Growth & Income Fund: Monies are invested in investments that
are currently paying dividends and/or offer prospects for growth of
capital and future income, with emphasis on capital appreciation.
(e) Index 500 Fund: Monies are invested in the 500 stocks that make up
the S&P 500 Stock Price Index.
(f) Dividend Growth Fund: Monies are invested in stocks of companies
that have the potential to increase the amount of their dividends or
begin paying them if none are being paid now.
(g) Small-Cap Value Fund: Monies are invested in U.S. common stocks of
small companies whose price is undervalued.
(h) Small-Cap Growth Fund: Monies invested in small and medium size
companies with undervalued assets or favorable growth prospects.
(i) Foreign Fund: Monies are invested in stocks and debt obligations of
companies and governments outside the United States.
(j) VF Corporation Common Stock Fund: Monies are invested in common
stock of the Corporation purchased at prevailing prices on the New
York Stock Exchange on the date of purchase. Employees can direct no
more than 50% of their contributions to the VF Corporation Common
Stock Fund.
(k) Mutual Fund Window (Self Directed Option): The option allows
participants to select from over 160 mutual funds offered through
Fidelity Investments Funds Net Program and additional Fidelity Fund
options.
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Individual accounts are maintained for each participant; each account includes
the individual's contributions and investment funds' earnings. Accounts become
payable upon retirement, disability, death or termination of employment.
Participants may also withdraw all or a portion of their accounts by filing a
written request that demonstrates financial hardship. Participants may elect to
receive distributions in a lump sum, or accounts may be rolled over into another
IRS-approved tax deferral vehicle.
The transfers of applicable participant balances from the Bestform Savings Plan,
Todd Uniform and Horace Small Savings Plans, which were merged into the Plan in
2000, have been disclosed separately in the Statements of Changes in Net Assets
Available for Benefits.
Participants may borrow from their individual account. Participants are charged
interest at the Morgan Guaranty "Published" prime rate at the time of the loan
and repay the principal within 60 months, or 120 months if the loan is for the
purchase of their primary residence. Participants may borrow up to 50% of the
participant's total vested account balance. Payment in full is required at
termination of employment. There were 753 loans outstanding at December 31,
2001.
Although it has no intent to do so, the Corporation may terminate the Plan in
whole or in part at any time.
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE B -- SIGNIFICANT ACCOUNTING POLICIES
Investments are stated at fair value. Securities traded on a national securities
exchange are valued at the last reported sales price on the last business day of
the plan year. For commercial notes and United States government obligations,
UMB Bank, n.a. has established a fair value based on yields currently available
on comparable instruments. The fair value of the participation units owned by
the Plan in mutual funds and bank common trust funds is based on quoted
redemption values on the last business day of the Plan year. Purchases and sales
of securities, including gains and losses thereon, are recorded as of the trade
date. Dividends are recorded on the ex-dividend date.
The Plan presents in the statement of changes in net assets available for
benefits the net appreciation (depreciation) in the fair value of its
investments, which consists of the realized gains or losses and unrealized
appreciation or depreciation on those investments. Realized gains or losses are
calculated on an average cost basis.
Administrative expenses consisting primarily of fees for legal, accounting and
other services are paid by the Corporation in accordance with the Plan.
Payment of Benefits: Benefits are recorded when paid.
Use of Estimates: In preparing financial statements in accordance with generally
accepted accounting principles, management makes estimates and assumptions that
affect amounts reported in the financial statements and accompanying notes.
Actual results may differ from those estimates.
Risks and Uncertainties: The Plan provides for various mutual fund investment
options in stocks, bonds and fixed income securities. Investments are exposed to
various risks, such as interest rate, market and credit. Due to the level of
risk associated with certain investment securities and the level of uncertainty
related to changes in the value of investment securities, it is at least
reasonably possible that changes in risks in the near term would materially
affect participants' account balances and the amounts reported in the statements
of net assets available for plan benefits and the statements of changes in net
assets available for plan benefits.
NOTE C -- INCOME TAX STATUS
The Internal Revenue Service has issued a Favorable Determination Letter dated
September 27, 1998 stating that the Plan qualifies under the appropriate
sections of the Internal Revenue Code (IRC) and is, therefore, not subject to
tax under present income tax law. Once qualified, the Plan is required to
operate in conformity with the IRC to maintain its qualification. The VF
Corporation Pension Plan Committee is not aware of any action or series of
events that have occurred that might adversely affect the Plan's qualified
status. The Plan has been amended since receiving the determination letter.
However, the Plan administrator and the Plan's tax counsel believe that the Plan
is currently designed and is currently being operated in compliance with the
applicable requirements of the IRC.
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE D -- INVESTMENTS
Net realized and unrealized appreciation (depreciation) and year end fair value
of investments included in Plan equity includes the following:
Net Realized and Unrealized
Appreciation in Fair Value for the Year Fair Value at
Ended December 31 December 31
----------------- -----------
2001 2000 1999 2001 2000
---- ---- ---- ---- ----
Fair value as determined by
quoted market or stated
redemption price:
VF Corporation Common
Stock $ 210,329 $ 451,309 $ (527,828) $ 2,192,158 $ 1,983,394
Mutual funds and
bank common trust funds (1,197,699) (961,690) 566,661 11,674,744 12,785,358
------------ ------------ ------------ ------------ ------------
(987,370) (510,381) 38,833 13,866,902 14,768,752
------------ ------------ ------------ ------------ ------------
Fair value as determined by
Plan trustee:
Mutual funds and
bank common trust funds 780,134 807,338 229,758 11,917,948 12,291,100
------------ ------------ ------------ ------------ ------------
780,134 807,338 229,758 11,917,948 12,291,100
------------ ------------ ------------ ------------ ------------
$ (207,236) $ 296,957 $ 268,591 $ 25,784,850 $ 27,059,852
============ ============ ============ ============ ============
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE D -- INVESTMENTS (Continued)
The fair value of individual investments that represent 5% or more of the Plan's
net assets at December 31, 2001 and 2000 are as follows:
2001 2000
---- ----
Fidelity Growth & Income Fund $ 2,295,251 $ 2,554,490
(61,403 and 60,677 shares)
Fidelity Puritan Fund 1,296,929 1,348,489
(73,397 and 71,613 shares)
Fidelity US Equity Index Commingled Pool 1,908,112 2,328,725
(56,537 and 60,786 shares)
VF Corporation common stock 2,192,158 1,983,394
(56,195 and 54,729 shares)
Baron Asset Fund 1,113,061 1,231,451
(25,035 and 22,641 shares)
Fidelity Retirement Money Market Portfolio 2,322,247 2,055,965
(2,322,247 and 2,055,965 shares)
ProCapp Fixed Income Fund 11,917,948 12,291,100
(1,026,524 and 1,128,659 shares)
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VF Corporation Tax-Advantaged Savings Plan
for Hourly Employees
Schedule H - Line 4i - Schedule of Assets (Held
at End of Year) At December 31, 2001
Identity of issue, borrower, Number of Current
Lessor, or similar party Shares Cost Value
------------------------ ------ ---- -----
*Fidelity Puritan Fund 73,397 $ 1,401,514 $ 1,296,929
*Fidelity Growth & Income Fund 61,403 2,619,995 2,295,251
*Fidelity Diversified International Fund 19,724 417,618 376,335
*Fidelity Dividend Growth Fund 2,271 67,145 64,340
*Fidelity Retirement Money Market Portfolio 2,322,247 2,322,247 2,322,247
*Fidelity U.S. Equity Index Commingled Pool 56,537 2,135,136 1,908,112
Baron Asset Fund 25,035 1,245,910 1,113,061
Longleaf Small Cap Fund 31,573 695,579 684,500
*ProCapp Fixed Income Fund 1,026,524 10,406,446 11,917,948
*VF Corporation Common Stock Fund 56,195 1,949,960 2,192,158
*Mutual Fund Window (Self Directed Option) N/A 1,951,615 1,613,969
Loans Receivable from Participants
(with interest rates from 7% to 9%) N/A 920,122 920,122
----------- -----------
$26,133,287 $26,704,972
=========== ===========
* represents a party-in-interest
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