Dick’s Sporting Goods (DKS) is offering to exchange its debt for Foot Locker’s $400 million outstanding debt as part of its pending acquisition.

DKS agreed to acquire Foot Locker on May 15 for $2.4 billion.

The U.S. retailer of sports equipment, apparel, footwear, and accessories, operating both in-store and online, has commenced an offer to eligible stockholders to exchange all 4.0 percent senior notes due 2029 issued by Foot Locker for up to $400 million aggregate principal amount due 2029 from Dick’s. The exchange offer is contingent upon the closing of the merger between DKS and Foot Locker.

DKS will pay a consent payment of $2.50 to $5.00 per $1,000 principal amount to holders of FL’s approximately $400 million in outstanding 4.0 percent senior notes due 2029 to accept an exchange for equivalent debt issued by DKS.

Based in Coraopolis, PA, DKS said that in conjunction with the exchange offer, DKS, on behalf of Foot Locker, is soliciting consent to adopt certain proposed amendments, including the elimination of substantially all restrictive covenants.

Image courtesy Dick’s Sporting Goods