GENESCO INC. - FORM 8-K
 

 
 
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): May 1, 2008 (April 30, 2008)
GENESCO INC.
 
(Exact Name of Registrant as Specified in Charter)
         
Tennessee   1-3083   62-0211340
         
(State or Other
Jurisdiction of
Incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)
     
1415 Murfreesboro Road    
Nashville, Tennessee   37217-2895
     
(Address of Principal Executive Offices)   (Zip Code)
(615) 367-7000
 
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
 
(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))
 
 

 


 

ITEM 8.01. OTHER EVENTS.
          On April 30, 2008, the Board of Directors of Genesco Inc. (the “Company”) declared a dividend on its common stock in order to distribute 6,518,971 shares of Class A Common Stock of The Finish Line, Inc. (“Finish Line”) that the Company was issued in March 2008 pursuant to an agreement with Finish Line and UBS Securities LLC and UBS Loan Finance LLC (collectively, “UBS”) to terminate the Company’s merger agreement with Finish Line and settle all related litigation among Finish Line, the Company and UBS. All holders of Company common stock as of May 30, 2008 will be entitled to receive a pro rata portion of the Finish Line shares, with cash to be received in lieu of any fractional shares. The distribution of the Finish Line shares is currently expected to occur on June 13, 2008.
          A press release announcing the dividend is attached hereto as Exhibit 99.1.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
     (d) Exhibits
          The following exhibits are furnished herewith:
     
Exhibit Number   Description
 
   
99.1 
  Press Release dated April 30, 2008

 


 

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 undersigned hereunto duly authorized.
         
    GENESCO INC.
 
       
 
       
Date: May 1, 2008
  By:   /s/ Roger G. Sisson
 
  Name:   Roger G. Sisson
 
  Title:   Senior Vice President, Secretary
 
      and General Counsel

 


 

EXHIBIT INDEX
     
No.   Exhibit
 
   
99.1 
  Press Release dated April 30, 2008

 

EX-99.1 PRESS RELEASE 04/30/08
 

Exhibit 99.1
     
Financial Contact:
  James S. Gulmi (615) 367-8325
Media Contact:
  Claire S. McCall (615) 367-8283
GENESCO ANNOUNCES DIVIDEND TO
DISTRIBUTE FINISH LINE SHARES
NASHVILLE, Tenn., April 30, 2008 —Genesco Inc. (NYSE: GCO) announced today that its Board of Directors has declared a dividend on its common stock in order to distribute 6,518,971 shares of Class A Common Stock of The Finish Line, Inc. that Genesco was issued in March 2008 pursuant to an agreement with Finish Line and UBS to terminate the merger agreement with Finish Line and settle all related litigation among Finish Line, Genesco and UBS. All holders of Genesco common stock as of May 30, 2008 will be entitled to receive a pro rata portion of the Finish Line shares, with cash to be received in lieu of any fractional shares. The distribution of the Finish Line shares is currently expected to occur on June 13, 2008.
About Genesco Inc.
     Genesco Inc., a Nashville-based specialty retailer, sells footwear, headwear and accessories in more than 2,150 retail stores in the United States and Canada, principally under the names Journeys, Journeys Kidz, Shi by Journeys, Johnston & Murphy, Underground Station, Hatworld, Lids, Hat Shack, Hat Zone, Head Quarters, Cap Connection and Lids Kids, and on internet websites www.journeys.com, www.journeyskidz.com, www.shibyjourneys.com, www.undergroundstation.com, www.johnstonmurphy.com, www.Dockersshoes.com, www.lids.com and www.lidskids.com. The Company also sells footwear at wholesale under its Johnston & Murphy brand and under the licensed Dockers brand. Additional information on Genesco and its operating divisions may be accessed at its website www.genesco.com.