VF Corporation Quarterly report [Sections 13 or 15(d)]

Quarterly report [Sections 13 or 15(d)]

DIVESTITURE AND DISCONTINUED OPERATIONS

DIVESTITURE AND DISCONTINUED OPERATIONS

9 Months Ended

Dec. 27, 2025

Discontinued Operations and Disposal Groups [Abstract]

The Company continuously assesses the composition of its portfolio to ensure it is aligned with its strategic objectives and positioned to maximize growth and return to shareholders.


Divestiture

Dickies

On September 15, 2025, VF entered into a definitive agreement with Bluestar Alliance LLC to sell Dickies for $600.0 million in cash, subject to customary adjustments for cash, indebtedness, working capital and transaction expenses. On November 12, 2025, VF completed the sale of Dickies. VF received proceeds of $600.5 million, net of cash sold and subject to post closing adjustments, and recorded an estimated pre-tax gain of $139.1 million, which is included in the other income (expense), net line item in the Consolidated Statements of Operations for both the three and nine months ended December 2025. The estimated gain is subject to working capital and other customary adjustments, which we expect to be finalized within 180 days of the sale.

The Company determined that the sale of Dickies did not represent a strategic shift that would have a major effect on the Company's operations and financial results, and therefore did not qualify for presentation as a discontinued operation. The results of operations for Dickies were included within the “All Other” category in Note 15, Reportable Segment Information.

Under the terms of a transition services agreement, the Company will provide certain post-closing accounting, tax, treasury, digital technology, supply chain, legal, customer service and human resource services on a transitional basis for periods generally up to 12 months from the closing date of the transaction, with the option to extend certain services for up to two six-month extension periods.


Discontinued Operations

Supreme

On July 16, 2024, VF entered into a Purchase Agreement with EssilorLuxottica S.A. to sell Supreme for an aggregate base purchase price of $1.500 billion, subject to customary adjustments for cash, indebtedness, working capital and transaction expenses as more fully set forth in the Purchase Agreement. On October 1, 2024, VF completed the sale of Supreme. VF received proceeds of $1.506 billion, net of cash sold, resulting in a final after-tax loss on sale of $126.6 million, of which an estimated after-tax loss of $127.5 million was included in the loss from discontinued operations, net of tax line item in the Consolidated Statement of Operations for the nine months ended December 2024. An increase in the estimated after-tax loss on sale of $2.7 million was included in the loss from discontinued operations, net of tax line item in the Consolidated Statement of Operations for the three months ended December 2024. VF used a portion of the net cash proceeds to prepay $1.0 billion of its delayed draw Term Loan (“DDTL”) pursuant to the terms of the DDTL Agreement, as amended, which required repayment within ten business days of VF’s receipt of the net cash proceeds from the sale of Supreme, and to repay $450.0 million of commercial paper borrowings upon maturity during the third quarter of Fiscal 2025.

During the second quarter of Fiscal 2025, the Company determined that Supreme met the held-for-sale and discontinued operations accounting criteria. Accordingly, the Company has reported the results of Supreme and the related cash flows as discontinued operations in the Consolidated Financial Statements, through the date of sale. These changes have been applied to all periods presented.

The results of Supreme were previously reported in the Active segment. The results of Supreme recorded in the loss from discontinued operations, net of tax line item in the Consolidated Statements of Operations were losses of $1.3 million (including a $2.7 million increase to the estimated after-tax loss on sale) and $258.5 million (including an after-tax estimated loss on sale of $127.5 million and goodwill and intangible asset impairment charges of $145.0 million) for the three and nine months ended December 2024, respectively.

During the first quarter of Fiscal 2025, VF determined that a triggering event had occurred requiring impairment testing of the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset. As a result of the impairment testing performed, VF recorded impairment charges of $94.0 million and $51.0 million to the Supreme reporting unit goodwill and indefinite-lived trademark intangible asset, respectively.

Under the terms of a transition services agreement, the Company provided certain post-closing accounting, tax, treasury, digital technology, supply chain and human resource services on a transitional basis for periods generally up to 12 months from the closing date of the transaction.

Certain corporate overhead costs and segment costs previously allocated to the Supreme brand for segment reporting purposes did not qualify for classification within discontinued operations and have been allocated to continuing operations. In addition, interest expense and the related interest rate swap impact for the DDTL were allocated to discontinued operations due to the requirement within the DDTL Agreement, as amended, that the DDTL be prepaid upon the receipt of the net cash proceeds from the sale of Supreme.

Summarized Discontinued Operations Financial Information

The following table summarizes the major line items for Supreme that are included in the loss from discontinued operations, net of tax line item in the Consolidated Statements of Operations:


	Three Months Ended December				Nine Months Ended December

(In thousands)	2025 (a)		2024		2025 (a)		2024
Revenues	$	—	$	5,030	$	—	$	244,524
Cost of goods sold	—		1,571		—		95,520
Selling, general and administrative expenses	—		1,438		—		109,991
Impairment of goodwill and intangible assets	—		—		—		145,000
Interest expense, net (b)	—		—		—		(30,767)
Other income (expense), net	—		—		—		(17)
Income (loss) from discontinued operations before income taxes	—		2,021		—		(136,771)
Estimated loss on the sale of discontinued operations before income taxes	—		(2,656)		—		(135,194)
Total loss from discontinued operations before income taxes	—		(635)		—		(271,965)
Income tax expense (benefit)	—		694		—		(13,446)
Loss from discontinued operations, net of tax	$	—	$	(1,329)	$	—	$	(258,519)

(a)There was no activity during the three and nine months ended December 2025.

(b)As noted above, interest expense and the related interest rate swap impact for the DDTL were allocated to discontinued operations.