Foot Locker (FL)

3. Acquisition

     The Company consummated its purchase of CCS from dELiA*s, Inc. on November 5, 2008. CCS is the leading direct-to-consumer retailer in the United States that sells skateboard and snowboard equipment, apparel, footwear and accessories through catalogs and the Internet. The Company’s consolidated results of operations include those of CCS beginning with the date that the acquisition was consummated. The Company believes that this acquisition will provide the Company with a unique growth opportunity, which supplements its current direct-to-customers operations.

     The Company integrated the CCS business into the Direct-to-Customers segment. The purchase price was $106 million and consisted of $103 million in cash consideration and $3 million of direct transaction costs. Direct costs include investment banking, legal and accounting fees, and other costs. The Company has allocated the purchase price based, in part, upon internal estimates of cash flows and considering the report of a third-party valuation expert retained to assist the Company, with the remainder allocated to tax deductible goodwill. The purchase price allocation may be revised as more definitive facts and evidence become available. Pro forma effects of the acquisition have not been presented, as their effects were not significant to the consolidated results of operations. The allocation of the purchase price is detailed below:

3. Acquisition

     The
Company consummated its purchase of CCS from dELiA*s, Inc. on November 5, 2008.
CCS is the leading direct-to-consumer retailer in the United States that sells
skateboard and snowboard equipment, apparel, footwear and accessories through
catalogs and the Internet. The Company’s consolidated results of operations
include those of CCS beginning with the date that the acquisition was
consummated. The Company believes that this acquisition will provide the Company
with a unique growth opportunity, which supplements its current
direct-to-customers operations.

     The
Company integrated the CCS business into the Direct-to-Customers segment. The
purchase price was $106 million and consisted of $103 million in cash
consideration and $3 million of direct transaction costs. Direct costs include
investment banking, legal and accounting fees, and other costs. The Company has
allocated the purchase price based, in part, upon internal estimates of cash
flows and considering the report of a third-party valuation expert retained to
assist the Company, with the remainder allocated to tax deductible goodwill. The
purchase price allocation may be revised as more definitive facts and evidence
become available. Pro forma effects of the acquisition have not been presented,
as their effects were not significant to the consolidated results of operations.
The allocation of the purchase price is detailed below:

3. Acquisition

     The
Company consummated its purchase of CCS from dELiA*s, Inc. on November 5, 2008.
CCS is the leading direct-to-consumer retailer in the United States that sells
skateboard and snowboard equipment, apparel, footwear and accessories through
catalogs and the Internet. The Company’s consolidated results of operations
include those of CCS beginning with the date that the acquisition was
consummated. The Company believes that this acquisition will provide the Company
with a unique growth opportunity, which supplements its current
direct-to-customers operations.

     The
Company integrated the CCS business into the Direct-to-Customers segment. The
purchase price was $106 million and consisted of $103 million in cash
consideration and $3 million of direct transaction costs. Direct costs include
investment banking, legal and accounting fees, and other costs. The Company has
allocated the purchase price based, in part, upon internal estimates of cash
flows and considering the report of a third-party valuation expert retained to
assist the Company, with the remainder allocated to tax deductible goodwill. The
purchase price allocation may be revised as more definitive facts and evidence
become available. Pro forma effects of the acquisition have not been presented,
as their effects were not significant to the consolidated results of operations.
The allocation of the purchase price is detailed below: