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Published on 4/20/2007 in the Prospect News Special Situations Daily.

Foot Locker seeks to acquire Genesco for $46 per share

By Lisa Kerner

Charlotte, N.C., April 20 - Foot Locker, Inc. chairman and chief executive officer Matthew D. Serra made an acquisition proposal to purchase all of the outstanding shares of Genesco Inc. for $46 per share in cash, or about $1.2 billion, in April 4 and April 19 letters to Genesco president and chief executive officer Hal N. Pennington.

The proposal provides Genesco shareholders a 26% premium to the average share price during the one-year period preceding the April 4 letter, according to a company news release.

Foot Locker is "actively seeking to acquire strong operators in the specialty footwear retailing arena. A combination with Genesco would clearly be consistent with this strategy," the April 4 letter stated.

The proposal has the unanimous support of Foot Locker's executive management team and its board of directors.

Foot Locker made its position public after Genesco failed to respond to the April 4 proposal.

Genesco, in an April 20 news release, said its board "intends to consider the proposal, with the assistance of its financial advisor, Goldman, Sachs & Co., and expects to respond in due course."

Nashville-based Genesco is a specialty footwear, headwear and accessories retailer.

Foot Locker is a specialty athletic retailer based in New York.


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