UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): April 23, 2007 (April 20, 2007)
(Exact Name of Registrant as Specified in Charter)
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| Tennessee
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1-3083
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62-0211340 |
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| (State or Other Jurisdiction
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(Commission
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(I.R.S. Employer |
| of Incorporation)
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File Number)
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Identification No.) |
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| 1415 Murfreesboro Road
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| Nashville, Tennessee
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37217-2895 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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ITEM 7.01 REGULATION FD DISCLOSURE.
On April 20, 2007, Genesco Inc. (the “Company”) issued a press release announcing that it had
received, and that its board of directors intended to consider, an unsolicited proposal from Foot
Locker, Inc. (“Foot Locker”) to purchase all of the Company’s outstanding shares for $46 per share
in cash. On April 23, 2007, the Company issued another press release announcing that its board of
directors had unanimously rejected Foot Locker’s proposal after determining that such proposal was
not in the best interests of the Company’s shareholders. Copies of both press releases are
attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and are hereby
incorporated herein by reference.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
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Description |
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99.1 |
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Press Release dated April 20, 2007. |
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99.2 |
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Press Release dated April 23, 2007. |
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