Finish Line Inc. Announces Settlement of Litigation

Mar 04, 2008, 00:00 ET from The Finish Line, Inc.

    INDIANAPOLIS, March 4 /PRNewswire-FirstCall/ -- The Finish Line, Inc.
 (Nasdaq:   FINL) (the "Company") announced today that it has entered into a
 Settlement Agreement settling all litigation relating to the proposed
 acquisition of Genesco Inc. and the provision of financing for the
 acquisition by UBS LLC and UBS Loan Finance LLC (collectively "UBS").
 Pursuant to the settlement, the pending merger of Genesco and the Company
 has been terminated. The Boards of Directors of the Company and Genesco
 approved the Settlement Agreement on Monday, March 3, 2008.
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     The parties have agreed to settle the actions filed by UBS in the
 United States District Court for the Southern District of New York and
 filed by Genesco in the Chancery Court for the State of Tennessee and to
 terminate the Agreement and Plan of Merger relating to the Company's
 acquisition of Genesco and the Bank and Bridge Facilities Commitment Letter
 between UBS and the Company. As consideration for the settlement, the
 Company and UBS have agreed to pay Genesco a cash payment totaling $175
 million and the Company also has agreed to issue to Genesco 6,518,971
 shares of the Company's Class A Common Stock. Genesco intends to distribute
 these shares to its shareholders as soon as reasonably practicable
 following registration of such shares by the Company.
     Pursuant to a separate agreement between the Company and UBS regarding
 the $175 million payment, UBS will pay $136 million of that amount to
 Genesco and the Company will pay the remaining $39 million to Genesco. The
 Settlement Agreement provides for the cash payment and the issuance of the
 Shares to Genesco to be made no later than 5:00 p.m. Eastern Standard Time
 on Friday, March 7, 2008. The Settlement Agreement provides for customary
 mutual releases.
     The Settlement Agreement also includes a standstill agreement, which
 includes the agreements of Genesco and the Company that, for a period of
 three years, neither of such parties will (i) acquire, or cause their
 affiliates to acquire, an ownership interest in the other party; (ii) offer
 or seek a business combination or similar transaction with the other party;
 (iii) seek or propose to influence or control the management, Boards of
 Directors or policies of the other party, seek representation on the Boards
 of Directors of the other party, or solicit proxies or consents with
 respect to the securities of the other party; or (iv) enter into
 discussions, negotiations, arrangements or understandings with any third
 party with respect to the foregoing.
     "This agreement is a positive step for Finish Line," said Alan H.
 Cohen, Chairman and CEO of The Finish Line Inc. "I would like to thank our
 Board of Directors for their guidance and counsel and our employees for
 their support. With the litigation firmly behind us, we will be able to
 focus all of our resources and attention on our fiscal 2009 goals and
 strategic priorities."
     About The Finish Line
     The Finish Line, Inc. is one of the largest mall-based specialty
 retailers operating under the Finish Line and Man Alive brand names. The
 Finish Line, Inc. is publicly traded on the NASDAQ Global Select Market
 under the symbol FINL. The Company currently operates 697 Finish Line
 stores in 47 states and online and 94 Man Alive stores in 19 states and
 online. To learn more about these brands, visit and
     Forward-Looking Statements
     Certain statements contained in this press release regard matters that
 are not historical facts and are forward looking statements (as such term
 is defined in the rules promulgated pursuant to the Securities Act of 1933,
 as amended). Because such forward looking statements contain risks and
 uncertainties, actual results may differ materially from those expressed in
 or implied by such forward looking statements. Factors that could cause
 actual results to differ materially include, but are not limited to:
 changing consumer preferences; the Company's inability to successfully
 market its footwear, apparel, accessories and other merchandise; price,
 product and other competition from other retailers (including internet and
 direct manufacturer sales); the unavailability of products; the inability
 to locate and obtain favorable lease terms for the Company's stores; the
 loss of key employees, general economic conditions and adverse factors
 impacting the retail athletic industry; management of growth; uncertainties
 relating to the closing of the actions contemplated by, and the
 satisfaction of the conditions of, the Settlement Agreement; and the other
 risks detailed in the Company's Securities and Exchange Commission filings,
 which are incorporated herein by reference. The Company undertakes no
 obligation to release publicly the results of any revisions to these
 forward looking statement that may be made to reflect events or
 circumstances after the date hereof or to reflect the occurrence of
 unanticipated events.
CONTACTS: Investor Relations, Kevin S. Wampler, Executive Vice President - CFO, 317-899-1022, ext 6914 Media Requests, Elise Hasbrook, Corporate Communications Manager, 317-899-1022, ext 6827

SOURCE The Finish Line, Inc.