FL » Topics » Footaction

These excerpts taken from the FL 10-K filed Mar 30, 2009.
Footaction — Footaction is a national athletic footwear and apparel retailer. The primary customers are young urban males that seek street-inspired fashion styles. Its 335 stores are located throughout the United States and Puerto Rico and focus on marquee allocated footwear and branded apparel. The Footaction stores have an average of 2,900 selling square feet.

     

Footaction — Footaction is a
national athletic footwear and apparel retailer. The primary customers are young
urban males that seek street-inspired fashion styles. Its 335 stores are located
throughout the United States and Puerto Rico and focus on marquee allocated
footwear and branded apparel. The Footaction stores have an average of 2,900
selling square feet.


     

Footaction — Footaction is a
national athletic footwear and apparel retailer. The primary customers are young
urban males that seek street-inspired fashion styles. Its 335 stores are located
throughout the United States and Puerto Rico and focus on marquee allocated
footwear and branded apparel. The Footaction stores have an average of 2,900
selling square feet.


     

This excerpt taken from the FL 8-K filed May 21, 2008.
Footaction” (including the stock of any Subsidiary through which any such operations are conducted and the tangible and intangible assets held by any such Subsidiary) and “
These excerpts taken from the FL 10-K filed Mar 31, 2008.
Footaction — Footaction is a national athletic footwear and apparel retailer. The primary customers are young urban males that seek street-inspired fashion styles. Its 356 stores are located throughout the United States and Puerto Rico and focus on marquee allocated footwear and branded apparel. The Footaction stores have an average of 2,900 selling square feet.

     

Footaction — Footaction is a
national athletic footwear and apparel retailer. The primary customers are young
urban males that seek street-inspired fashion styles. Its 356 stores are located
throughout the United States and Puerto Rico and focus on marquee allocated
footwear and branded apparel. The Footaction stores have an average of 2,900
selling square feet.


     

This excerpt taken from the FL 10-K filed Apr 2, 2007.
Footaction — Footaction is a national athletic footwear and apparel retailer. The primary customers are young urban males that seek street-inspired fashion styles. Its 373 stores are located throughout the United States and Puerto Rico and focus on marquee allocated footwear and branded apparel. The Footaction stores have an average of 2,900 selling square feet.

     

This excerpt taken from the FL 10-K filed Mar 29, 2005.

Footaction

The Company consummated its purchase of 349 Footaction stores from Footstar, Inc. on May 7, 2004. Footstar, Inc. filed for Chapter 11 bankruptcy protection on March 2, 2004; consequently, the disposition of its Footaction stores was conducted under a Bankruptcy Code Section 363 sale process. The U.S. Bankruptcy Court approved the sale on April 21, 2004 and the waiting period required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 expired on May 4, 2004. The agreement to acquire the Footaction stores was in line with the Company’s strategic priorities, including the acquisition of compatible athletic footwear and apparel retail companies. The Company’s consolidated results of operations include those of Footaction beginning with the date that the acquisition was consummated.

The Company integrated the Footaction business into the Athletic Stores segment and is operating the majority of the stores under the Footaction name. The purchase price of $222 million was increased for direct costs related to the acquisition totaling $4 million. Direct costs include investment banking, legal and accounting fees and other costs. The Company has allocated the purchase price of approximately $226 million based, in part, upon internal estimates of cash flows, recoverability and independent appraisals, and 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:


 
         (in millions)
 
Inventory
                 $ 39    
Property and equipment
                    45    
Intangible assets — amortizing
                    29    
Goodwill
                    122    
Total assets
                    235    
 
Accounts payable and accrued liabilities (1)
                    5    
Other liabilities (2)
                    4    
Total liabilities
                    9    
Total purchase price
                 $ 226    
 


(1)
  “Accounts payable and accrued liabilities” include approximately $3 million for anticipated payments to landlords to cancel two of the acquired leases. Also included is approximately $1 million of liabilities related to gift cards assumed. The remaining $1 million relates to transfer taxes and real estate charges assumed from Footstar, Inc. as part of the acquisition.

(2)
  “Other liabilities” includes $4 million of liabilities assumed for leased locations with rents above their fair value.

32



In accordance with the purchase agreement, $13.7 million of the purchase price was deposited into an escrow account pending resolution of 15 lease related issues. During 2004, 12 of the issues were resolved and $9.1 million was released from escrow to the seller and $2.2 million was returned to the Company. Accordingly, this reduced the purchase price and goodwill by $2.2 million and as of January 29, 2005, $2.4 million remained in escrow.

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