DICK'S Sporting Goods Wraps Up Exchange Offer for Foot Locker Notes

Overview of the Exchange Offer by DICK'S Sporting Goods

DICK'S Sporting Goods, Inc. (NYSE: DKS), a premier full-line omni-channel sporting goods retailer based in the U.S., has made a significant announcement regarding the conclusion of its Exchange Offer for eligible holders of Foot Locker, Inc.'s 4.000% Senior Notes due 2029. The purpose of this Exchange Offer was to allow eligible participants to exchange Foot Locker Notes for new DICK'S Notes and potentially cash, along with engaging in a related consent solicitation.

Details of the Exchange Offer

The Exchange Offer officially expired at 5:00 p.m. Eastern Time on the announced expiry date. During this period, eligible holders were invited to exchange their Foot Locker Notes for an aggregate principal amount of up to $400,000,000 in new DICK'S Notes and, in some cases, additional cash payments. The Company informed participants that no extensions would be granted for the withdrawal deadline, meaning that once tendered, Foot Locker Notes could not be retracted.

Principal Amounts Tendered

As of the expiration of the Exchange Offer, a total of $381,932,000 of the Foot Locker Notes had been validly tendered. This represented a substantial percentage of 95.48% of the outstanding amount. Detailed disclosure provided by Global Bondholder Services Corporation confirmed the final tally of tenders, marking a strong response from eligible holders.

Structure of the Exchange Offer

This Exchange Offer and related Consent Solicitation were conducted under the terms outlined in the Offering Memorandum and Consent Solicitation Statement that was circulated previously. Following the terms laid out in this statement, DICK'S has accepted all validly tendered Foot Locker Notes and anticipates issuing a significant portion of DICK'S Notes as part of this process. Additionally, cash payments were included for consenting participants whose Notes were validly tendered before the early participation date.

Settlement Expectations

The final settlement of this Exchange Offer is anticipated shortly. Two key amendments to the Foot Locker Indenture became effective ahead of this settlement, paving the way for DICK'S to integrate the obligations from Foot Locker effectively.

Eligibility and Compliance Conditions

Interested parties were limited to those eligible holders who qualified under specific regulatory guidelines in the U.S. or abroad, reflecting compliance with the terms of the Exchange Offer. The requirements ensured that participation was restricted to professional and institutional investors, thereby maintaining the integrity of the exchange process and adhering to regulations set forth by securities authorities.

About DICK'S Sporting Goods, Inc.

DICK'S Sporting Goods is celebrated not just for its vast selection of sporting equipment but also for its strong community initiatives and dedication to youth sports. Founded in 1948, this leading omni-channel retailer has established itself as a staple in both the sports industry and local communities. With a focus on innovation and a customer-centric approach, DICK'S continues to lead the way in delivering exceptional sporting goods and services.

Corporate Social Responsibility

In addition to its commercial success, DICK'S is deeply committed to making a positive social impact. The Company has championed youth sports, supporting under-resourced teams through substantial financial contributions and programs that promote inclusivity in athletics. This dedication to community reflects the core values that drive DICK'S forward.

Future Steps for Investors

As investors wait for the final settlement of the Exchange Offer, they can expect ongoing updates from DICK'S regarding its financial performance and strategic positioning in the sporting goods market. Following this significant exchange, the Company is poised to leverage integrated resources from Foot Locker to enhance its market influence and operational efficiency.

Frequently Asked Questions

What was the purpose of the Exchange Offer?

The Exchange Offer aimed to allow eligible holders to exchange Foot Locker's Senior Notes for DICK'S new notes and cash, facilitating financial restructuring.

What were the results of the Exchange Offer?

A total of $381,932,000 in Foot Locker Notes were validly tendered, representing 95.48% of the total outstanding amount.

When does the final settlement occur?

The final settlement of the Exchange Offer is expected shortly after the expiration date, highlighting DICK'S readiness for integration.

How does this affect DICK'S Sporting Goods?

The successful completion of the Exchange Offer strengthens DICK'S balance sheet and enhances its capabilities in the sporting goods sector.

What community initiatives does DICK'S support?

DICK'S actively supports youth sports through financial contributions and programs aimed at assisting under-resourced athletes and teams.

About The Author

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