Dick's Sporting Goods, Inc. ("Dick's") (NYSE: DKS) recently announced the results of its exchange offer and consent solicitation with Foot Locker, Inc. As of the early participation date of June 20, 2025, a total of $369,381,000 of Foot Locker's 4.000% senior notes due 2029 were tendered for exchange, representing approximately 92.35% of the aggregate principal amount outstanding.
Additionally, Dick's received the requisite number of consents to adopt proposed amendments to the Foot Locker notes, leading to the execution of a supplemental indenture to effect the changes. As a result of the consents, the consent payment for the Foot Locker notes will be approximately $2.71 per $1,000 in principal amount of notes validly tendered and not withdrawn.
Following the early participation date, Dick's extended the offer to eligible holders who tender their Foot Locker notes before the expiration date. These holders will receive an early participation premium of $30.00 in principal amount of Dick's notes for each $1,000 in principal amount of Foot Locker notes tendered, for a total consideration of $1,000 in principal amount of Dick's notes for each $1,000 in principal amount of Foot Locker notes tendered.
The exchange offer and consent solicitation are subject to the conditions outlined in the offering memorandum and consent solicitation statement dated June 6, 2025. The expiration date for the exchange offer and consent solicitation is August 1, 2025, unless extended, with the settlement date expected to be within two business days after the expiration date.
It's important to note that this press release does not constitute an offer to sell or purchase, or a solicitation of an offer to sell or purchase, or the solicitation of tenders or consents with respect to any security. The exchange offer and consent solicitation are being made solely pursuant to the offering memorandum and consent solicitation statement as amended by the press release and only to such persons and in such jurisdictions as permitted under applicable law. The market has reacted to these announcements by moving the company's shares 1.31% to a price of $175.80. For more information, read the company's full 8-K submission here.
