Dick’s Sporting Goods, Inc. and Foot Locker, Inc. have confirmed the news that the companies have entered into a definitive merger agreement under which Dick’s SG will acquire Foot Locker. This transaction implies an equity value of approximately $2.4 billion and an enterprise value of roughly $2.5 billion.

“Foot Locker has a strong history of sneaker expertise that sparks discovery and ignites the power of sneaker culture through its portfolio of brands, including Foot Locker, Kids Foot Locker, Champs Sports, WSS, and Atmos,” the companies said in a media release announcing the deal. “Foot Locker encompasses approximately 2,400 retail stores across 20 countries in North America, Europe, Asia, Australia, and New Zealand, and a licensed store presence in Europe, the Middle East and Asia. In 2024, Foot Locker achieved net worldwide sales of $8 billion.”

Dick’s SG said it expects to operate Foot Locker as a standalone business unit within its portfolio and maintain the Foot Locker brands.

“We have long admired the cultural significance and brand equity that Foot Locker and its dedicated Stripers have built within the communities they serve,“ said Ed Stack, executive chairman of Dick’s Sporting Goods, Inc. “We believe there is a meaningful opportunity for growth ahead. By applying our operational expertise to this iconic business, we see a clear path to further unlocking growth and enhancing Foot Locker’s position in the industry. Together, we will leverage the complementary strengths of both organizations to better serve the broad and evolving needs of global sports retail consumers.”

The international landscape is changing rapidly of late, with key Foot Locker competitor, UK-based JD Sports, fast expanding in the U.S. through its acquisitions of Hibbett Sports, Finish Line, DTLR, and Shoe Palace, and continued acquisitions across Europe as it works to integrate its subsidiaries under the JD name, including Finish Line.

Last month SGB Media commented that the latest moves by JD Sports and its cross-town rival Frasers Group, which owns the Sports Direct business along with several other sports and outdoor retail brand names, sounded like the UK was putting the old colonial empire back together as the two engaged in global expansion to become the leading worldwide sports retailer.

While JD has focused on the U.S. and Europe, Frasers appears to be focused on former British colonies in the Middle East, South Africa and the South Asia Pacific regions. Frasers established a foothold in the U.S. market by acquiring Bob’s Stores and Eastern Mountain Sports but abandoned that strategy.

Now comes the colonists, with Dick’s Sporting Goods fighting the good fight to protect the motherland from the ambitions of the crown while offering a new global vision for the Dick’s Sporting Goods and Foot Locker brands. This deal sets up a sporting goods and athletic footwear behemoth that would suggest that Ed Stack has his own “Make America Great Again“ strategy to lead in the global marketplace. As the tariff fight started by U.S. President Donald Trump has shown, there is strength in numbers, and the ability to negotiate pricing with vendors and factories has become paramount in a company’s growth and profitability going forward.

“We look forward to welcoming Foot Locker’s talented team and building upon their expertise and passion for their business, which we intend to honor and amplify together,“ said Dick’s SG President and CEO Lauren Hobart. “Sports and sports culture continue to be incredibly powerful, and with this acquisition, we’ll create a new global platform that serves those ever-evolving needs through iconic concepts consumers know and love, enhanced store designs and omni-channel experiences, as well as a product mix that appeals to our different customer bases.”

Mary Dillon, CEO of Foot Locker, Inc., said the deal marks the start of an exciting new chapter for Foot Locker and is a testament to the team’s hard work and dedication to the mission.

“By joining forces with Dick’s, Foot Locker will be even better positioned to expand sneaker culture, elevate the omni-channel experience for our customers and brand partners, and enhance our position in the industry,“ Dillon said. “We are pleased to provide shareholders with a transaction structure that offers the choice of significant and immediate cash value or the opportunity to invest in the combined company and benefit from the substantial upside potential. I am proud of all that our teams around the world, including our Stripers, have accomplished to reach this milestone moment, and am confident this transaction represents the best path for our shareholders and other stakeholders.“

The proposed acquisition represents an important strategic milestone for Dick’s whereby the combined company offers significant strategic and financial benefits:

  • Create a global platform within the growing sports retail industry. The transaction will better position the combined company to serve consumers worldwide and expands Dick’s addressable market opportunity. By combining with Foot Locker, Dick’s will be poised to serve consumers not only in new locations in the U.S. through Foot Locker’s complementary real estate portfolio, but also internationally for the first time. With strong long-term industry tailwinds, the combined company is well-positioned for long-term growth.
  • Serve a broader set of consumers across differentiated concepts. Iconic concepts will cater to a wide range of consumers, from performance-focused athletes to sneakerheads. Building upon the learnings from Dick’s House of Sport and Foot Locker’s Reimagined Concept stores, the combined company will provide an immersive retail experience.
  • Strengthen relationships with brand partners through global reach. Together, Dick’s and Foot Locker will serve as a stronger partner for key brands, offering multiple platforms for established and emerging partners to showcase product, connect with athletes and increase visibility on a global scale.
  • Invest in future growth through an omni-channel experience. Dick’s has a history of growth and aims to invest in and monetize the Foot Locker brand and position the combined company for long-term success. The combination will drive profitability through differentiated store concepts and digital experiences, enabling sustainable long-term profit.
  • Unlock operational efficiencies that create shareholder value. Dick’s expects the transaction to be accretive to EPS in the first full fiscal year post-close, which excludes transaction and other one-time costs to achieve synergies, and to deliver between $100 million to $125 million in cost synergies in the medium-term achieved through procurement and direct sourcing.

Additional Transaction Details
Under the terms of the merger agreement, approved unanimously by the Boards of Directors of Dick’s Sporting Goods and Foot Locker, Foot Locker shareholders will elect to receive either $24.00 in cash or 0.1168 shares of Dick’s common stock for each share of Foot Locker common stock. The election is not subject to a minimum or maximum amount of cash or stock consideration.

Based on the closing price of Foot Locker common stock on May 14, 2025, the $24.00 per-share consideration represents a premium of approximately 66 percent to Foot Locker’s 60-trading-day volume-weighted average price. The total consideration represents an acquisition multiple of approximately 6.1x fiscal 2024 adjusted EBITDA.

Dick’s SG intends to finance the acquisition through a combination of cash-on-hand and new debt. The transaction is subject to Foot Locker shareholder approval and other customary closing conditions, including regulatory approvals, and is expected to close in the second half of 2025.

Goldman Sachs is serving as financial advisor to Dick’s and provided fully committed bridge financing. Wachtell, Lipton, Rosen & Katz is serving as Dick’s legal advisor. Evercore serves as Foot Locker’s financial advisor, and Skadden, Arps, Slate, Meagher & Flom LLP is Foot Locker’s legal advisor.

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