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

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 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On March 4, 2010 Genesco Inc. issued a press release announcing its fiscal fourth quarter and year end earnings and other results of operations. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits

     The following exhibit is furnished herewith:

Exhibit Number		Description
99.1		Press Release, dated March 4, 2010 issued by Genesco Inc.

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.

EXHIBIT INDEX

No.		Exhibit
99.1		Press Release dated March 4, 2010

Exhibit 99.1

Financial Contact:		James S. Gulmi (615) 367-8325
Media Contact:		Claire S. McCall (615) 367-8283

GENESCO REPORTS FOURTH QUARTER FISCAL 2010 RESULTS
—Reiterates Fiscal 2011 Outlook—

NASHVILLE, Tenn., March 4, 2010 — Genesco Inc. (NYSE:GCO) today reported earnings from continuing operations for the fourth quarter ended January 30, 2010, of $25.8 million, or $1.08 per diluted share, compared to earnings from continuing operations of $23.2 million, or $1.05 per diluted share, for the fourth quarter ended January 31, 2009. Fiscal 2010 fourth quarter earnings reflected charges of $0.08 per diluted share, including asset impairments, loss on early retirement of debt and tax rate adjustments, partially offset by a gain related to other legal matters. Fiscal 2009 fourth quarter earnings reflected charges of $0.01 per diluted share, including asset impairments, store closing costs and final expenses related to a terminated merger agreement, offset by a gain on a lease termination transaction and tax rate adjustments. In addition, Fiscal 2009 earnings also included a restatement of interest expense required by the adoption of APB 14-1, which required retroactive application resulting in additional interest costs.

     Adjusted for the listed items in both periods, earnings from continuing operations were $27.7 million, or $1.16 per diluted share, for the fourth quarter of Fiscal 2010, compared to earnings from continuing operations of $23.9 million, or $1.06 per diluted share, for the fourth quarter of Fiscal 2009. For consistency with Fiscal 2010’s previously announced earnings expectations, which did not reflect the listed items, the Company believes that disclosure of earnings from continuing operations adjusted for those items will be useful to investors. A reconciliation of the adjusted financial measures to their corresponding measures as reported pursuant to U.S. Generally Accepted Accounting Principles is included in Schedule B to this press release.

     Net sales for the fourth quarter of Fiscal 2010 increased 6% to $479 million from $452 million in the fourth quarter of Fiscal 2009. Comparable store sales in the fourth quarter of Fiscal

2010 were flat with a year ago. Comparable store sales in the Hat World Group increased by 6%, the Journeys Group decreased by 3%, Underground Station decreased by 2%, and Johnston & Murphy Retail increased by 2%.

     Robert J. Dennis, president and chief executive officer of Genesco, said, “Our fourth quarter earnings exceeded expectations, driven by strong sales at Hat World and our direct-to-consumer catalog and e-commerce businesses combined with higher gross margins for the Company and well managed expenses across all our divisions. This performance caps a year in which, despite a challenging retail environment, we generated almost $100 million in cash flow from operations and paid down all $32 million of our outstanding bank debt, to end with $82 million in cash and no debt.

     “As we begin the new fiscal year, all of our businesses are performing above their fourth quarter comparable sales, with positive comparable store sales across the board. For February, comparable sales increased 10% for the Hat World Group, 4% for the Journeys Group, 13% for Underground Station, 4% for Johnston & Murphy Retail and 6% for the total Company. Including the 17% comparable sales increase for the direct businesses, the Company’s comparable sales for February increased 7%.

     “Especially given the strong start to the first quarter, we remain comfortable with our previously announced expectations for fiscal 2011 of earnings per share between $2.00 and $2.10. Consistent with previous years, this guidance does not include expected non-cash asset impairments which are projected to be approximately $9 million to $11 million, or $0.23 to $0.28 per share, in fiscal 2011. This guidance assumes full year comparable sales in the positive 2% to 3% range.

     “We move forward confident that we have the right strategies in place at each of our operating segments. With a much stronger balance sheet than a year ago, we are better positioned to pursue multiple near-term growth opportunities that we have identified.”

Fiscal Year 2010

     The Company also reported earnings from continuing operations for the fiscal year ended January 30, 2010, of $29.1 million, or $1.31 per diluted share, compared to earnings from

continuing operations of $156.2 million, or $6.72 per diluted share, for the fiscal year ended January 31, 2009. Fiscal 2010 earnings reflected charges of $0.56 per diluted share, including asset impairments, loss on early retirement of debt and tax rate adjustments, partially offset by a gain related to other legal matters. In addition, Fiscal 2010 reflected additional interest expense due to the adoption in the first quarter of Fiscal 2010 of FSP APB 14-1, a new accounting standard applicable to the Company’s convertible debt. Fiscal 2009 earnings reflected a gain of $4.91 per diluted share from the settlement of merger-related litigation with The Finish Line offset by merger-related expenses, asset impairments, store closing costs and other items listed on Schedule B to this press release. Fiscal 2009 earnings also included a restatement of interest expense required by the adoption of APB 14-1, which required retroactive application resulting in additional interest costs.

     Adjusted for the listed items in both years, earnings from continuing operations were $43.1 million, or $1.87 per diluted share, for Fiscal 2010, compared to earnings from continuing operations of $40.8 million, or $1.81 per diluted share, for Fiscal 2009. For consistency with previously announced earnings expectations, which did not reflect the listed items, the Company believes that disclosure of earnings from continuing operations adjusted for those items will be useful to investors. A reconciliation of the adjusted financial measures to their corresponding measures as reported pursuant to U.S. Generally Accepted Accounting Principles is included in Schedule B to this press release. Net sales for Fiscal 2010 increased 1% to $1.57 billion from $1.55 billion in Fiscal 2009.

Cautionary Note Concerning Forward-Looking Statements

     This release contains forward-looking statements, including those regarding the performance outlook for the Company for Fiscal 2011, and all other statements not addressing solely historical facts or present conditions. Actual results could vary materially from the expectations reflected in these statements. A number of factors could cause differences. These include continuing weakness in the consumer economy, inability of customers to obtain credit, fashion trends that affect the sales or product margins of the Company’s retail product offerings, changes in buying patterns by significant wholesale customers, bankruptcies or deterioration in financial condition of significant

wholesale customers, disruptions in product supply or distribution, unfavorable trends in fuel costs, foreign exchange rates, foreign labor and materials costs, and other factors affecting the cost of products, competition in the Company’s markets and changes in the timing of holidays or in the onset of seasonal weather affecting period-to-period sales comparisons. Additional factors that could affect the Company’s prospects and cause differences from expectations include the ability to build, open, staff and support additional retail stores, to renew leases in existing stores and to conduct required remodeling or refurbishment on schedule and at expected expense levels, deterioration in the performance of individual businesses or of the Company’s market value relative to its book value, resulting in impairments of fixed assets or intangible assets or other adverse financial consequences, unexpected changes to the market for our shares, variations from expected pension-related charges caused by conditions in the financial markets, and the outcome of litigation, investigations and environmental matters involving the Company. Additional factors are cited in the “Risk Factors,” “Legal Proceedings” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of, and elsewhere, in our SEC filings, copies of which may be obtained from the SEC website, www.sec.gov, or by contacting the investor relations department of Genesco via our website, www.genesco.com. Many of the factors that will determine the outcome of the subject matter of this release are beyond Genesco’s ability to control or predict. Genesco undertakes no obligation to release publicly the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Forward-looking statements reflect the expectations of the Company at the time they are made. The Company disclaims any obligation to update such statements.

Conference Call

     The Company’s live conference call on March 4, 2010, at 7:30 a.m. (Central time) may be accessed through the Company’s internet website, www.genesco.com. To listen live, please go to the website at least 15 minutes early to register, download and install any necessary software.

About Genesco Inc.

     Genesco Inc., a Nashville-based specialty retailer, sells footwear, headwear and accessories in more than 2,270 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 and Cap Connection, and on internet websites www.journeys.com, www.journeyskidz.com, www.shibyjourneys.com, www.undergroundstation.com, www.johnstonmurphy.com, www.dockersshoes.com, and www.lids.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.

GENESCO INC.

Consolidated Earnings Summary

		Fourth Quarter								Fiscal Year Ended
						Restated *								Restated *
		January 30,				January 31,				January 30,				January 31,
In Thousands		2010				2009				2010				2009
Net sales		$	479,026			$	451,722			$	1,574,352			$	1,551,562
Cost of sales			242,489				232,373				778,482				771,580
Selling and administrative expenses			189,960				180,534				718,269				713,365
Restructuring and other, net			2,497				(282	)			13,361				(196,575	)
Earnings from operations			44,080				39,097				64,240				263,192
Loss on early retirement of debt			399				—				5,518				—
Interest expense, net			1,439				3,405				8,234				12,478
Earnings before income taxes from continuing operations			42,242				35,692				50,488				250,714
Income tax expense			16,413				12,513				21,402				94,495
Earnings from continuing operations			25,829				23,179				29,086				156,219
Earnings from (provision for) discontinued operations, net			25				16				(273	)			(5,463	)
Net Earnings		$	25,854			$	23,195			$	28,813			$	150,756

*		Fiscal 2009 results restated as a result of retroactive application of FSP APB 14-1.

Earnings Per Share Information

		Fourth Quarter								Fiscal Year Ended
						Restated*								Restated*
		January 30,				January 31,				January 30,				January 31,
In Thousands (except per share amounts)		2010				2009				2010				2009
Preferred dividend requirements		$	50			$	50			$	198			$	198
Average common shares — Basic EPS			23,279				18,737				21,471				19,235
Basic earnings per share:
Before discontinued operations		$	1.11			$	1.23			$	1.35			$	8.11
Net earnings		$	1.11			$	1.23			$	1.33			$	7.83
Average common and common equivalent shares — Diluted EPS			23,981				23,223				23,500				23,911
Diluted earnings per share:
Before discontinued operations		$	1.08			$	1.05			$	1.31			$	6.72
Net earnings		$	1.08			$	1.05			$	1.30			$	6.49

GENESCO INC.

Consolidated Earnings Summary

		Fourth Quarter								Fiscal Year Ended
						Restated								Restated
		January 30,				January 31,				January 30,				January 31,
In Thousands		2010				2009				2010				2009
Sales:
Journeys Group		$	225,356			$	229,541			$	749,202			$	760,008
Underground Station Group			32,223				34,035				99,458				110,902
Hat World Group			152,403				122,409				465,776				405,446
Johnston & Murphy Group			47,334				45,593				166,079				177,963
Licensed Brands			21,540				20,019				93,194				96,561
Corporate and Other			170				125				643				682
Net Sales		$	479,026			$	451,722			$	1,574,352			$	1,551,562
Operating Income (Loss):
Journeys Group		$	24,029			$	24,463			$	44,285			$	49,050
Underground Station Group			1,517				593				(4,584	)			(5,660	)
Hat World Group			19,979				14,770				44,039				36,670
Johnston & Murphy Group			4,126				1,867				5,484				10,069
Licensed Brands			2,847				2,387				12,372				11,925
Corporate and Other*			(8,418	)			(4,983	)			(37,356	)			161,138
Earnings from operations			44,080				39,097				64,240				263,192
Loss on early retirement of debt			399				—				5,518				—
Interest, net			1,439				3,405				8,234				12,478
Earnings before income taxes from continuing operations			42,242				35,692				50,488				250,714
Income tax expense			16,413				12,513				21,402				94,495
Earnings from continuing operations			25,829				23,179				29,086				156,219
Earnings from (provision for) discontinued operations			25				16				(273	)			(5,463	)
Net Earnings		$	25,854			$	23,195			$	28,813			$	150,756

*		Includes $2.5 million of other charges in the fourth quarter of Fiscal 2010, which includes $2.9 million in asset impairments and $0.2 million in lease terminations offset by $0.6 million in other legal matters. Includes $13.4 million of other charges in Fiscal 2010 which includes $13.3 million in asset impairments and $0.4 million for lease terminations offset by $0.3 million in other legal matters. For Fiscal 2010, there is also an additonal $0.1 million of charges related to lease terminations that are included in cost of sales in the consolidated earnings summary.
		Includes a $0.3 million credit in the fourth quarter of Fiscal 2009 which includes a $3.8 million gain on a lease termination offset by $3.1 million in asset impairments and $0.4 million for lease terminations. Includes a $196.6 million credit in Fiscal 2009 of which $204.1 million were proceeds as a result of the settlement of merger-related litigation with The Finish Line and its investment bankers and a $3.8 million gain from a lease termination offset by $8.6 million in asset impairments, $1.6 million in lease terminations and $1.1 million for other legal matters. In the fourth quarter and year of Fiscal 2009, there is also an additional $0.1 million and $0.2 million, respectively, of charges related to lease terminations that are included in cost of sales on the consolidated earnings summary. The fourth quarter and Fiscal 2009 also included $0.2 million and $8.0 million, respectively, of merger-related expenses.

GENESCO INC.

Consolidated Balance Sheet

						Restated
		January 30,				January 31,
In Thousands		2010				2009
Assets
Cash and cash equivalents		$	82,148			$	17,672
Accounts receivable			27,217				23,744
Inventories			290,974				306,078
Other current assets			49,733				50,625
Total current assets			450,072				398,119
Property and equipment			216,293				239,681
Other non-current assets			197,287				178,263
Total Assets		$	863,652			$	816,063
Liabilities and Shareholders’ Equity
Accounts payable		$	92,699			$	73,143
Current portion — long-term debt			—				—
Other current liabilities			76,958				65,839
Total current liabilities			169,657				138,982
Long-term debt			—				113,735
Other long-term liabilities			111,682				113,591
Shareholders’ equity			582,313				449,755
Total Liabilities and Shareholders’ Equity		$	863,652			$	816,063

GENESCO INC.

Retail Units Operated — Twelve Months Ended January 30, 2010

		Balance												Balance				Acquisi-												Balance
		02/02/08				Open				Close				01/31/09				tions				Open				Close				01/30/10
Journeys Group			967				50				5				1,012				0				19				6				1,025
Journeys			805				16				5				816				0				9				6				819
Journeys Kidz			115				26				0				141				0				9				0				150
Shi by Journeys			47				8				0				55				0				1				0				56
Underground Station Group			192				0				12				180				0				0				10				170
Hat World Group			862				43				20				885				38				35				37				921
Johnston & Murphy Group			154				9				6				157				0				7				4				160
Shops			113				6				5				114				0				5				3				116
Factory Outlets			41				3				1				43				0				2				1				44
Total Retail Units			2,175				102				43				2,234				38				61				57				2,276

Retail Units Operated — Three Months Ended January 30, 2010

		Balance				Acquisi-												Balance
		10/31/09				itions				Open				Close				01/30/10
Journeys Group			1,022				0				4				1				1,025
Journeys			819				0				1				1				819
Journeys Kidz			148				0				2				0				150
Shi by Journeys			55				0				1				0				56
Underground Station Group			174				0				0				4				170
Hat World Group			885				37				12				13				921
Johnston & Murphy Group			162				0				1				3				160
Shops			117				0				1				2				116
Factory Outlets			45				0				0				1				44
Total Retail Units			2,243				37				17				21				2,276

Constant Store Sales

		Three Months Ended								Twelve Months Ended
		January 30,				January 31,				January 30,				January 31,
		2010				2009				2010				2009
Journeys Group			-3	%			-2	%			-3	%			1	%
Underground Station Group			-2	%			-12	%			-7	%			0	%
Hat World Group			6	%			-4	%			3	%			2	%
Johnston & Murphy Group			2	%			-17	%			-8	%			-10	%
Total Constant Store Sales			0	%			-5	%			-2	%			0	%

Schedule B

Genesco Inc.
Adjustments to Reported Earnings from Continuing Operations
Three Months Ended January 30, 2010 and January 31, 2009

		3 mos				Impact				3 mos				Impact
In Thousands (except per share amounts)		Jan 2010				on EPS				Jan 2009				on EPS
Earnings from continuing operations, as reported		$	25,829			$	1.08			$	23,179			$	1.05
Adjustments: (1)
Merger-related expenses			—				—				132				0.01
Impairment & lease termination charges			1,927				0.08				2,254				0.10
Gain on lease termination			—				—				(1,295	)			(0.06	)
Other legal matters			(382	)			(0.01	)			(13	)			—
Loss on early retirement of debt			247				0.01				—				—
Convertible debt interest restatement (APB 14-1)			23				—				494				—
Lower (higher) effective tax rate (2)			74				—				(825	)			(0.04	)
Adjusted earnings from continuing operations (3)		$	27,718			$	1.16			$	23,926			$	1.06

The Company believes that disclosure of earnings and earnings per share from continuing operations on a pro forma basis adjusted for the items not reflected in the previously announced expectations will be meaningful to investors, in light of the impact of changes in effective tax rates and other items not reflected in those expectations.

Schedule B

Genesco Inc.
Adjustments to Reported Earnings from Continuing Operations
Twelve Months Ended January 30, 2010 and January 31, 2009

		12 mos				Impact				12 mos				Impact
In Thousands (except per share amounts)		Jan 2010				on EPS				Jan 2009				on EPS
Earnings from continuing operations, as reported		$	29,086			$	1.31			$	156,219			$	6.72
Adjustments: (1)
Settlement of merger-related litigation			—				—				(124,159	)			(5.19	)
Merger-related expenses			—				—				4,884				0.20
Impairment & lease termination charges			8,447				0.36				6,305				0.26
Gain on lease termination			—				—				(1,258	)			(0.05	)
Other legal matters			(167	)			(0.01	)			645				0.03
Loss on early retirement of debt			3,396				0.14				—				—
Convertible debt interest restatement (APB 14-1)			871				—				1,880				—
Interest on settlement income			—				—				(419	)			(0.02	)
Lower (higher) effective tax rate (2)			1,508				0.07				(3,279	)			(0.14	)
Adjusted earnings from continuing operations (3)		$	43,141			$	1.87			$	40,818			$	1.81

The Company believes that disclosure of earnings and earnings per share from continuing operations on a pro forma basis adjusted for the items not reflected in the previously announced expectations will be meaningful to investors, in light of the impact of changes in effective tax rates and other items not reflected in those expectations.

Schedule B

Genesco Inc.
Adjustments to Forecasted Earnings from Continuing Operations
Fiscal Year Ending January 29, 2011

		High Guidance								Low Guidance
In Thousands (except per share amounts)		Fiscal 2011								Fiscal 2011
Forecasted earnings from continuing operations		$	44,271			$	1.84			$	41,869			$	1.74
Adjustments: (1)
Impairment and lease termination charges			6,108				0.26				6,108				0.26
Adjusted forecasted earnings from continuing operations (2)		$	50,379			$	2.10			$	47,977			$	2.00

This reconciliation reflects estimates and current expectations of future results. Actual results may vary materially from these expectations and estimates, for reasons including those included in the discussion of forward-looking statements elsewhere in this release. The Company disclaims any obligation to update such expectations and estimates.