---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-25-021812"
form_type: "8-K"
ticker: "DKS"
cik: "0001089063"
company_name: "DICK'S SPORTING GOODS, INC."
filed_at: "2025-06-06T23:59:59+00:00"
generated_at: "2026-05-19T18:02:04.469094+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# DICK'S launches $400M exchange offer for Foot Locker notes, consent solicitation for acquisition

## Summary
- Exchange offer for any/all $400M outstanding Foot Locker 4.000% Senior Notes due 2029 for new DICK'S notes plus consent payment.
- Considers $2.50-$5.00 per $1,000 consent payment, $970 exchange consideration, $30 early participation premium per $1,000.
- Conditions: majority tender and closing of acquisition of Foot Locker by DICK'S; expires Aug 1, 2025; settlement after deal closes.
- DICK'S also entered new $2.0B unsecured revolving credit facility maturing June 6, 2030, replacing prior facility.

## SEC filing metadata
- accession: 0001140361-25-021812
- form_type: 8-K
- ticker: DKS
- cik: 0001089063
- company_name: DICK'S SPORTING GOODS, INC.
- filed_at: 2025-06-06T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 1.02, 2.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1089063/000114036125021812/0001140361-25-021812-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1089063/000114036125021812/ef20050205_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-25-021812
- JSON: https://secwatch.observer/filing/0001140361-25-021812.json
- Plain text: https://secwatch.observer/filing/0001140361-25-021812.txt

## Key facts
- Debt Financings
  DICK'S SPORTING GOODS, INC. incurred revolving credit of $2.0 billion unsecured revolving credit facility with Wells Fargo Bank, National Association, as administrative agent, and certain other financial institutions at alternate base rate or an adjusted secured overnight financing rate plus, in eac maturing June 6, 2030.
  - Instrument: revolving credit
  - Principal: $2.0 billion unsecured revolving credit facility
  - Counterparty: Wells Fargo Bank, National Association, as administrative agent, and certain other financial institutions
  - Rate: alternate base rate or an adjusted secured overnight financing rate plus, in eac
  - Maturity: June 6, 2030
  - Event: incurrence
  source text: On June 6, 2025, DICK’S Sporting Goods, Inc. (the “Company”) entered into a new revolving credit agreement (the “Credit Agreement”), with Wells Fargo Bank, National Association, as administrative agent, and certain other financial institutions party thereto, providing for a new $2.0 billion unsecured revolving credit facility (the “Revolving Credit Facility”), of which up to $75 million is available for letters of credit.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1089063/000114036125021812/0001140361-25-021812-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.