-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OUoms+8+dyqXcUF5d7lSof750yRyba2o0LP9+C4vJvzgAkPCxycfrGxRx6wFTGEn /iQXbhlakBfkcIPUVEGtXA== 0000950123-06-012993.txt : 20061026 0000950123-06-012993.hdr.sgml : 20061026 20061026100406 ACCESSION NUMBER: 0000950123-06-012993 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061026 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061026 DATE AS OF CHANGE: 20061026 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENESCO INC CENTRAL INDEX KEY: 0000018498 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-SHOE STORES [5661] IRS NUMBER: 620211340 STATE OF INCORPORATION: TN FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03083 FILM NUMBER: 061164522 BUSINESS ADDRESS: STREET 1: GENESCO PK 1415 MURFREESBORO RD CITY: NASHVILLE STATE: TN ZIP: 37217 BUSINESS PHONE: 6153677000 MAIL ADDRESS: STREET 1: GENESCO PK 1415 MURFREESBORO RD CITY: NASHVILLE STATE: TN ZIP: 37217 8-K 1 g03870e8vk.htm GENESCO INC. Genesco Inc.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 26, 2006 (October 26, 2006)
GENESCO INC.
 
(Exact Name of Registrant as Specified in Charter)
         
Tennessee   1-3083   62-0211340
         
(State or Other Jurisdiction   (Commission File Number)   (I.R.S. Employer
of Incorporation)       Identification No.)
     
1415 Murfreesboro Road    
Nashville, Tennessee   37217-2895
     
(Address of Principal Executive Offices)   (Zip Code)
(615) 367-7000
 
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
 
(Former Name or Former Address, if Changed Since Last Report)
     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


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Item 5.02. Election of Director; Appointment of Principal Officer.
Item 7.01. Regulation FD Disclosure.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
Ex-99.1 Press Release


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Item 5.02. Election of Director; Appointment of Principal Officer.
Appointment of President and Election of Director. On October 25, 2006, the board of directors of Genesco Inc. named Robert J. Dennis as President and Chief Operating Officer and a director of the Company. Mr. Dennis, 52, joined Genesco as chief executive officer of its Hat World subsidiary on the Company’s acquisition of the Hat World business in April 2004. In June 2004, Mr. Dennis was named a Senior Vice President of Genesco. In October 2005, he was named executive vice president and chief operating officer of the Company. He joined Hat World as chairman and chief executive officer in 2001, after serving as Executive Vice President of Asbury Automotive Group, Inc., an automotive retail and service company, from 1997 to 1999, and as an independent consultant in 1999. On September 5, 2006, the Company and Mr. Dennis entered into an Employment Protection Agreement providing for continuation of Mr. Dennis’s employment for three years following a “Change in Control,” as defined therein. The agreement is on substantially the same terms as agreements previously entered into between the Company and each of its vice presidents and senior vice presidents. The form of agreement was filed as Exhibit (10)p to the Annual Report on Form 10-K for the year ended February 1, 1997.
Item 7.01. Regulation FD Disclosure.
On October 25, 2006, Genesco Inc. issued a press release announcing the appointment of Robert J. Dennis to the office of President and Chief Operating Officer and as a director. A copy of the press release is furnished herewith as Exhibit 99.1.

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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
         
Exhibit No.   Description
  99.1    
Press Release dated October 26, 2006

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SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  GENESCO INC.
 
 
Date: October 26, 2006  By:   /s/ Roger G. Sisson    
    Name:   Roger G. Sisson   
    Title:   Vice President, Secretary
and General Counsel 
 

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EXHIBIT INDEX
         
Exhibit No.   Description
  99.1    
Press Release dated October 26, 2006

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EX-99.1 2 g03870exv99w1.htm EX-99.1 PRESS RELEASE Ex-99.1
 

EXHIBIT 99.1
     
Financial Contact:
  James S. Gulmi (615) 367-8325
Media Contact:
  Claire S. McCall (615) 367-8283
DENNIS NAMED PRESIDENT OF GENESCO
—Pennington Continues as Company’s Chairman and Chief Executive Officer—
NASHVILLE, Tenn., Oct. 26, 2006 -— Genesco Inc. (NYSE: GCO) Chairman and Chief Executive Officer Hal N. Pennington announced the appointment of Robert J. Dennis as president of the Company, adding to his current responsibilities as chief operating officer. In addition, Dennis was elected a director of Genesco.
     Dennis was named executive vice president and chief operating officer of Genesco in October 2005. He had previously served as chief executive officer of Hat World Corporation since 2001. Following the Company’s acquisition of Hat World in April 2004, he was named a senior vice president of Genesco in June 2004.
     Pennington, who continues as chairman and chief executive officer, said that Dennis would assume responsibility for operational support functions including corporate administration, human resources, real estate and information systems, in addition to his oversight of the Company’s operating divisions. Other corporate staff functions will continue to report directly to Pennington.
     “Over the past year, Bob has demonstrated his talent and leadership through his involvement with the Company’s operating divisions,” said Pennington. “Bob and I have worked well together and I look forward to continuing to work with him and with the whole Genesco management team on a day-to-day basis, as we seek to sustain and enhance the Company’s forward momentum and achieve our goals for growth.”
     A 22-year retail veteran, Dennis’ experience includes a senior position with Asbury Automotive from 1997 to 1999. From 1984 to 1997, he was with McKinsey & Company, an international consulting firm, where he was a partner and a leader of the North American Retail Practice. Dennis holds a master of business administration degree, with distinction, from the

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Harvard Business School, with a focus on consumer marketing, and bachelor’s and master’s degrees in biochemical engineering and organic chemistry, with honors, from Rensselaer Polytechnic Institute.
     Genesco Inc., a Nashville-based specialty retailer, sells footwear, headwear and accessories in more than 1,850 retail stores in the United States and Canada, principally under the names Journeys, Journeys Kidz, Shi by Journeys, Johnston & Murphy, Underground Station, Hatworld, Lids, Hat Zone, Cap Factory, Head Quarters and Cap Connection, and on internet websites www.journeys.com, www.journeyskidz.com, www.undergroundstation.com, www.johnstonmurphy.com, www.lids.com, www.hatworld.com, and www.lidscyo.com. The Company also sells footwear at wholesale under its Johnston & Murphy brand and under the licensed Dockers and Perry Ellis brands. Additional information on Genesco and its operating divisions may be accessed at its website www.genesco.com.

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