NASHVILLE, Tenn., June 28, 2021 /PRNewswire/ -- Genesco Inc.
(NYSE: GCO) ("Genesco" or the "Company") today released a letter
from its Board of Directors to Legion Partners Asset Management,
LLC ("Legion") dated May 19, 2021 in
response to Legion's recent mischaracterizations of the actions
Genesco took to avoid a proxy fight at this year's Annual Meeting.
The letter, sent to Legion before Genesco filed its preliminary
proxy with the Securities and Exchange Commission, highlights
Genesco's significant efforts over the past several months to work
in good faith with Legion to reach a resolution that is in the best
interests of all shareholders, contrary to Legion's false claims.
The letter clearly demonstrates that Genesco's Board of Directors
has consistently tried to engage with Legion in an attempt to work
collaboratively and consider their concerns, notwithstanding Legion
refusing to participate in a meaningful dialogue with Genesco. The
full text of the letter is included here or by visiting
https://www.genescodrivingvalue.com/.
* * *
Genesco urges all shareholders to read the full text of the
letter and strongly urges all shareholders to protect the value of
their investment by voting the BLUE proxy card today "FOR" all
nine of the Company's highly qualified directors. The Company's
Annual Meeting of Shareholders is scheduled to be held on
July 20, 2021. Shareholders of record
as of close of business on June 28,
2021 will be entitled to vote at the meeting.
If shareholders have any questions or need help voting their
BLUE proxy card, please contact:
Innisfree M&A Incorporated
1 (877) 825-8772
(toll-free from the U.S. and Canada)
+1 (412) 232-3651
(from other locations)
About Genesco Inc.
Genesco Inc., a Nashville-based specialty retailer and branded
company, sells footwear and accessories in more than 1,455 retail
stores throughout the U.S., Canada, the United
Kingdom and the Republic of
Ireland, principally under the names Journeys, Journeys
Kidz, Little Burgundy, Schuh, Schuh Kids, Johnston & Murphy,
and on internet websites www.journeys.com, www.journeyskidz.com,
www.journeys.ca, www.littleburgundyshoes.com, www.schuh.co.uk,
www.johnstonmurphy.com, www.johnstonmurphy.ca,
www.nashvilleshoewarehouse.com, and www.dockersshoes.com. In
addition, Genesco sells footwear at wholesale under its Johnston
& Murphy brand, the licensed Levi's brand, the licensed Dockers
brand, the licensed Bass brand, and other brands. For more
information on Genesco and its operating divisions, please visit
www.genesco.com.
Forward-Looking Statements
This release contains
forward-looking statements, including those regarding the
performance outlook for the Company and all other statements not
addressing solely historical facts or present conditions. Forward-
looking statements are usually identified by or are associated with
such words as "intend," "expect," "believe," "should,"
"anticipate," "optimistic," "on track" and similar terminology.
Actual results could vary materially from the expectations
reflected in these statements. A number of factors could cause
differences. These include adjustments to projections reflected in
forward-looking statements, including those resulting from the
effects of COVID-19 on the Company's business, including COVID-19
case spikes in locations in which the Company operates, the
roll-out of COVID-19 vaccines and the public's acceptance of the
vaccines, additional stores closures due to COVID-19, the timing of
the re-opening of our stores, the timing of in-person back-to-work
and back-to-school and sales with respect thereto, weakness in
store and shopping mall traffic, restrictions on operations imposed
by government entities and/or landlords, changes in public safety
and health requirements, and limitations on the Company's ability
to adequately staff and operate stores. Differences from
expectations could also result from stores closures and effects on
the business as a result of civil disturbances; the level and
timing of promotional activity necessary to maintain inventories at
appropriate levels; the imposition of tariffs on product imported
by the Company or its vendors as well as the ability and costs to
move production of products in response to tariffs; the Company's
ability to obtain from suppliers products that are in-demand on a
timely basis and effectively manage disruptions in product supply
or distribution, including disruptions as a result of COVID-19;
unfavorable trends in fuel costs, foreign exchange rates, foreign
labor and material costs, and other factors affecting the cost of
products; the effects of the British decision to exit the European
Union and other sources of market weakness in the U.K. and
Republic of Ireland; the
effectiveness of the Company's omni-channel initiatives; costs
associated with changes in minimum wage and overtime requirements;
wage pressure in the U.S. and the U.K.; weakness in the consumer
economy and retail industry; competition and fashion trends in the
Company's markets; risks related to the potential for terrorist
events; risks related to public health and safety events; changes
in buying patterns by significant wholesale customers; retained
liabilities associated with divestitures of businesses including
potential liabilities under leases as the prior tenant or as a
guarantor; and changes in the timing of holidays or in the onset of
seasonal weather affecting period-to-period sales comparisons.
Additional factors that could cause differences from expectations
include the ability to renew leases in existing stores and control
or lower occupancy costs, and to conduct required remodeling or
refurbishment on schedule and at expected expense levels; the
Company's ability to realize anticipated cost savings, including
rent savings; the Company's ability to achieve expected digital
gains and gain market share; deterioration in the performance of
individual businesses or of the Company's market value relative to
its book value, resulting in impairments of fixed assets, operating
lease right of use assets or intangible assets or other adverse
financial consequences and the timing and amount of such
impairments or other consequences; unexpected changes to the market
for the Company's shares or for the retail sector in general; costs
and reputational harm as a result of disruptions in the Company's
business or information technology systems either by security
breaches and incidents or by potential problems associated with the
implementation of new or upgraded systems; the Company's ability to
realize any anticipated tax benefits; and the cost and outcome of
litigation, investigations and environmental matters involving the
Company, and the impact of actions initiated by activist
shareholders. Additional factors are cited in the "Risk Factors,"
"Legal Proceedings" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations" sections of, and
elsewhere in, the Company's SEC filings, copies of which may be
obtained from the SEC website, www.sec.gov, or by contacting the
investor relations department of Genesco via the Company's website,
www.genesco.com. Many of the factors that will determine the
outcome of the subject matter of this release are beyond Genesco's
ability to control or predict. Genesco undertakes no obligation to
release publicly the results of any revisions to these
forward-looking statements that may be made to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events. Forward-looking statements reflect the
expectations of the Company at the time they are made. The Company
disclaims any obligation to update such statements.
Important Additional Information and Where to Find
It
Genesco has filed a definitive proxy statement (the
"Proxy Statement") and accompanying proxy card in connection with
the solicitation of proxies for the 2021 annual meeting of Genesco
shareholders (the "Annual Meeting"). INVESTORS AND
SHAREHOLDERS ARE STRONGLY ENCOURAGED TO READ THE PROXY STATEMENT
AND ACCOMPANYING PROXY CARD AND OTHER DOCUMENTS FILED WITH THE U.S.
Securities and Exchange Commission (the "SEC") CAREFULLY AND IN
THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN
IMPORTANT INFORMATION. Shareholders may obtain the Proxy
Statement, any amendments or supplements to the Proxy Statement and
other documents filed by Genesco with the SEC for no charge at the
SEC's website at www.sec.gov. Copies will also be available
at no charge in the Investors section of Genesco's corporate
website at www.genesco.com.
Participants in the Solicitation
Genesco, its
directors and certain of its executive officers may be deemed to be
participants in the solicitation of proxies from Genesco
shareholders in connection with the matters to be considered at the
Annual Meeting. Information regarding the names of Genesco's
directors and executive officers and certain other individuals and
their respective interests in Genesco by security holdings or
otherwise is set forth in the Annual Report on Form 10-K of Genesco
for the fiscal year ended January 30,
2021, and in the Proxy Statement. To the extent holdings of
such participants in Genesco's securities have changed since the
amounts described in the Proxy Statement, such changes have been
reflected on Initial Statements of Beneficial Ownership on Form 3
or Statements of Change in Ownership on Form 4 filed with the
SEC.
View original content to download
multimedia:https://www.prnewswire.com/news-releases/genesco-responds-to-legion-partners-recent-mischaracterizations-by-releasing-may-19-2021-letter-detailing-genescos-significant-efforts-to-work-collaboratively-with-legion-to-avoid-proxy-fight-301321301.html
SOURCE Genesco Inc.