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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): February 7, 2019

 

Foot Locker, Inc.

(Exact name of registrant as specified in charter)

 

New York 1-10299 13-3513936
(State or other jurisdiction
of incorporation)

(Commission

File Number)

 (IRS Employer
Identification No.)

 

330 West 34th Street, New York, New York 10001
(Address of principal executive offices) (Zip Code)

 

Registrant's telephone number, including area code:  (212) 720-3700
 

(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):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company   ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐

 
 

 

Item 8.01.        Other Events.

 

On February 7, 2019, Foot Locker, Inc. (“Foot Locker”) issued a press release announcing that it is making a $100 million strategic minority investment, through its subsidiary, in 1661, Inc., d/b/a GOAT (“GOAT”), a managed marketplace for authentic sneakers operating the GOAT and Flight Club brands. Foot Locker made an initial investment of $65 million in preferred stock of GOAT. Following the initial investment, GOAT commenced a tender offer pursuant to which GOAT is required to sell, and Foot Locker is required to purchase, an aggregate of $35 million of GOAT preferred stock, bringing its total investment to $100 million. A copy of the press release is furnished as Exhibit 99.1, which, in its entirety, is incorporated herein by reference.

 

Item 9.01.   Financial Statements and Exhibits.
     
     
(d)   Exhibits.
     
Exhibit No.     Description                                                                                                           
     
99.1   Press Release, dated February 7, 2019, issued by Foot Locker, Inc.
     
     

 

 
 

 

SIGNATURE

 

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.

 

 

  FOOT LOCKER, INC.
     
     
Date: February 7, 2019 By:  /s/ Lauren B. Peters
   

Name:  Lauren B. Peters

Title:    Executive Vice President and
            Chief Financial Officer

     

 

Exhibit 99.1

 

 

[Foot Locker logo]

 

NEWS RELEASE

 

 

Investor Contact: Media Contact:
James R. Lance Tracy Royal
Vice President, Corporate Finance and Investor Relations Vice President, Communications and Events
(212) 720-4600          (212) 720-3700
   

 

 

FOOT LOCKER, INC. ANNOUNCES $100M STRATEGIC INVESTMENT IN GOAT GROUP

 

NEW YORK (Feb. 7, 2019) — Foot Locker, Inc. (NYSE: FL) (“Foot Locker”) announced today that it is making a $100M strategic minority investment through its subsidiary in 1661, Inc., d/b/a GOAT, a managed marketplace for authentic sneakers operating the GOAT and Flight Club brands (“GOAT Group”).

 

Over time, Foot Locker and GOAT Group will combine efforts across digital and physical retail platforms to create exclusive customer experiences. The power of Foot Locker’s global footprint and GOAT Group’s digital capabilities will enable the two companies to provide an unmatched experience and elevate customer engagement across the entire sneaker industry. The investment is also expected to help accelerate GOAT Group’s global operations, expanding its omnichannel experience and innovative technologies.

 

“At Foot Locker we are constantly looking at new ways to elevate our customer experience and bring sneaker and youth culture to people around the world,” said Richard Johnson, Foot Locker, Inc.’s Chairman and Chief Executive Officer. “We are excited to leverage GOAT Group’s technology to further innovate the sneaker buying experience and utilize their best-in-class online marketplace to help meet the ever-growing global demand for the latest product. Together, Foot Locker and GOAT Group’s shared commitment to trust and authenticity in the sneaker industry will provide consumers with unparalleled experiences and diversified offerings.”

 

“In 2015, we pioneered the ship-to-verify model with a mission to bring a seamless and safe customer experience to the secondary sneaker market,” said Eddy Lu, co-founder and Chief Executive Officer of GOAT Group. “With over 3,000 retail locations, Foot Locker will support our primarily digital presence with physical access points worldwide, bringing more value to our community of buyers and sellers. Having Foot Locker as a strategic partner will also expand our business as we continue to scale our operations both domestically and internationally.”

 

Scott Martin, Foot Locker, Inc.’s Senior Vice President – Strategy and Store Development, will join GOAT Group’s Board of Directors. This announcement follows Foot Locker’s recent investments in innovative, digital-first companies including leading women’s luxury activewear brand Carbon38, tactical play and children’s lifestyle brand Super Heroic, and footwear design academy PENSOLE.

 

Foot Locker’s investment will bring the total raised by GOAT Group to $197.6M since it was founded in 2015.

 

 

 

 

Foot Locker, Inc. 330 West 34th Street, New York, NY 10001

 

  

 

 

About Foot Locker, Inc.:

Foot Locker, Inc. is a specialty athletic retailer that operates approximately 3,220 stores in 27 countries in North America, Europe, Asia, Australia, and New Zealand. Through its Foot Locker, Kids Foot Locker, Lady Foot Locker, Champs Sports, Footaction, Runners Point, Sidestep, and SIX:02 retail stores, as well as its direct-to-customer channels, including Eastbay.com, the Company is a leading provider of athletic footwear and apparel.

 

About GOAT Group:

GOAT Group is a managed marketplace for authentic sneakers. Its brands offer the greatest selection of sneakers available through company-operated retail stores, e-commerce sites and mobile apps under the GOAT and Flight Club brands. Through its innovative technology and service, GOAT Group has changed the landscape of sneaker commerce and has quickly become the world’s most trusted source to discover, buy, and sell authentic sneakers.

 

Additional information may be found at https://www.footlocker-inc.com

 

GOAT Group Media Contact: press@goat.com

GOAT Group Website: https://www.goatgroup.com

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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