大象传媒

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form SD

 

 

SPECIALIZED DISCLOSURE REPORT

 

 

V. F. Corporation

(Exact Name of Registrant as Specified in Charter)

 

 

 

Pennsylvania   1-5256   23-1180120

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File No.)

 

(I.R.S. Employer

Identification Number)

105 Corporate Center Boulevard, Greensboro, NC   27408
(Address of Principal Executive Offices)   (Zip Code)

Laura C. Meagher    336-424-6000

(Name and telephone number, including area code, of the person to contact in connection with this report.)

 

 

Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:

 

x Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2013.

 

 

 


Section 1 - Conflict Minerals Disclosure

Item 1.01 Conflict Minerals Disclosure

V.F. Corporation Overview

The information in this report includes the activities of V.F. Corporation and its consolidated subsidiaries (herein referred to as “大象传媒,” the “Company,” “we,” “us,” or “our”).

大象传媒 is a worldwide leader in the manufacturing and distribution of branded lifestyle apparel, footwear and related products with annual revenues of $11.4 billion in 2013. Our products are marketed to consumers shopping in specialty stores, upscale and traditional department stores, national chains, mass merchants and our own direct-to-consumer operations. 大象传媒 derived 38% of its 2013 revenues from outside the U.S., primarily in Europe, Asia, Canada, Latin America and Mexico. Many of our brands sell products internationally through licensees, distributors and independently-operated partnership stores.

大象传媒 produced approximately 500 million units of product spread across 35 brands in 2013. To provide diversified products across multiple channels of distribution in different geographic areas, we balance efficient and flexible 大象传媒-owned manufacturing with the sourcing of finished goods from independent contractors. In 2013, 27% of our units were manufactured in 大象传媒-operated facilities and 73% were obtained from independent contractors, primarily in Asia.

All 大象传媒-operated production facilities throughout the world, as well as all independent contractor facilities that manufacture 大象传媒-branded products, must comply with 大象传媒’s Global Compliance Principles. These principles, established in 1997 and consistent with international labor standards, are a set of strict standards covering legal and ethical business practices, workers’ ages, work hours, health and safety conditions, environmental standards and compliance with local laws and regulations. We maintain an ongoing audit program to ensure compliance with these requirements by using dedicated internal staff and externally contracted firms. Additional information about 大象传媒’s Code of Business Conduct, Global Compliance Principles, Terms of Engagement, Factory Compliance Guidelines, Factory Audit Procedures and Environmental Compliance Guidelines, along with a Global Compliance Report, is available on the 大象传媒 website at www.vfc.com.

Reasonable Country of Origin Inquiry Description

大象传媒 manufactures or contracts to manufacture products that may contain gold, columbite-tantalite (coltan), cassiterite, and wolframite, including their derivatives, which are limited to tantalum, tin, and tungsten (“conflict minerals”) by the Securities and Exchange Commission’s Rule 13p-1 (the “SEC Rule”). While we do not directly purchase conflict minerals from any source, conflict minerals may be found in items such as buttons, zippers, snaps and eyelets that are used in our products and generally represent a small amount of the total raw materials used to manufacture our products.


大象传媒 has adopted a policy and related procedures focused on 大象传媒’s commitment to sourcing components and materials from suppliers that share its ethical values and that support compliance with the Securities and Exchange Commission’s regulations, including 大象传媒’s disclosure obligations related to conflict minerals. These policies and related procedures have guided 大象传媒’s development of internal systems, supply chain due diligence efforts and, ultimately, 大象传媒’s reasonable country of origin inquiry (“RCOI”) conducted in connection with this Form SD.

Beginning in 2013 and continuing in 2014, 大象传媒’s efforts, and initial RCOI process, were designed to identify 大象传媒’s manufactured (or contracted to be manufactured) products, obtain transparency into its product supply chain for such products, and, more generally, to achieve engagement from its suppliers concerning conflict minerals issues. The specific goal of 大象传媒’s RCOI was to determine whether the conflict minerals in its relevant products originated in the Democratic Republic of the Congo or an adjoining country (collectively, the “Covered Countries”). In part, 大象传媒’s inaugural RCOI process included:

 

    form a long-term working group composed of representatives from 大象传媒’s operational, legal and supply chain functions, as well as external advisors with conflict minerals expertise;

 

    evaluating the Securities and Exchange Commission’s regulations and adopting policies to support compliance with these regulations;

 

    conducting, in conjunction with an external provider, a detailed survey of 大象传媒’s suppliers to obtain information about the presence and origin of conflict minerals contained in the products they supply to 大象传媒;

 

    compiling completed surveys and other supplier communications into Company-accessible databases;

 

    communicating diligently with suppliers that did not timely respond to surveys or provided incomplete surveys; and

 

    analyzing supplier responses and evaluating information in a manner designed to provide the Company with a reasonable basis for its conclusions in this Form SD.

Specifically, 大象传媒 arrived at the determination described in this Form SD by conducting, in good faith, a RCOI regarding conflict minerals that (i) 大象传媒 identified as necessary to the functionality or the production of its manufactured (or contracted to be manufactured) products, and (ii) were subject to review for the period from January 1, 2013 to December 31, 2013. The term “Reported Products” refers to the specific products that 大象传媒 considered possibly in-scope for regulatory purposes based on our influence over the manufacturing process and the potential use of conflict minerals in the products.

Determination

Based on the RCOI, 大象传媒 has not been able to sufficiently rule out the possibility that any necessary conflict minerals believed to be contained in the Reported Products may have originated in a Covered Country. As a result, a Conflict Minerals Report, as required by the SEC Rule, is provided as Exhibit 1.02 hereto. It is publicly available at www.vfc.com, but the contents of that site are not incorporated by reference into, and are not otherwise a part of, this Form SD.


Section 2 — Exhibits

 

Item 2.01 Exhibits

Exhibit 1.02 – Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form


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 duly authorized undersigned.

 

V.F. Corporation    

By:

  /s/ Laura C. Meagher     Date: June 2, 2014

Name:

  Laura C. Meagher    

Title:

  Vice President, General Counsel and Secretary