Ladies and gentlemen, thank you for standing by. My name is Krista, and I will be your conference operator today. At this time, I would like to welcome everyone to the DICK'S Sporting Goods acquisition of Foot Locker Conference Call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question-and-answer session. If you would like to ask a question during this time, simply press star followed by the number one on your telephone keypad. If you'd like to withdraw that question, simply press star one again. Thank you. I would now like to turn the conference over to Nate Gilch, Senior Director of Investor Relations. Nate, you may begin. Good morning, everyone. Thank you for joining today's call to discuss our announcement that we have entered into a definitive merger agreement to acquire Foot Locker. On today's call will be Ed Stack, our Executive Chairman, Lauren Hobart, our President and Chief Executive Officer, and Nathaniel Gilch, our Chief Financial Officer. We will walk through a presentation that outlines the compelling strategic and financial rationale for this transaction. The presentation is available on our Investor Relations website located at investors.dicks.com. A playback of today's call will also be available and archived on the site for approximately 12 months. In addition to this morning's transaction announcement, we also released preliminary first-quarter results. As a reminder, we are scheduled to report our Q1 2025 results on Wednesday, May 28, and we will host a conference call that day at 8:00 A.M. Eastern Time to discuss our results. Our comments this morning will be focused on our proposed acquisition of Foot Locker. Please note that today's remarks contain forward-looking statements which are subject to various risks and uncertainties that could cause our actual results to differ materially from these statements. Please refer to our SEC filings for additional information. Certain important information related to the transaction will be included in the registration statement on Form S4 that will be filed by DICK'S Sporting Goods in connection with the transaction. Investors are encouraged to read the Form S4 and other documents filed with the SEC in connection with the transaction. In addition, DICK'S and Foot Locker and their directors and officers may be deemed to be participating in solicitation of proxies in favor of the proposed transaction. Please refer to the information on the disclaimer presentation in the slide. With that, I'll now turn the call over to Ed. Thank you, Nate. Good morning, everyone. This is an exciting and pivotal moment for DICK'S Sporting Goods and Foot Locker. As you saw in the first-quarter results we previewed this morning, it is one that DICK'S is approaching from a position of strength. The convergence of sport and culture has never been stronger, and we are seeing tremendous momentum and opportunity across our industry. Consumers worldwide are increasingly focused on health and wellness, embracing casual wear and turning to sneakers as a means of self-expression. At DICK'S, we are excited about these changes and are helping to shape what is next for the industry. Now, with the combination we announced today, DICK'S and Foot Locker, two iconic brands, will create a new global leader in the sports retail industry. We've long admired the cultural significance of Foot Locker and the powerful community built by their dedicated strikers, and we believe there is meaningful opportunity for growth ahead. By applying our operational expertise, we are confident we can enhance Foot Locker's position in the industry and unlock their next phase of growth. Looking at our history, it's clear that much of our growth at DICK'S has been organic. However, we have successfully acquired and integrated major brands before, like Galyan's, which was a similarly sized acquisition relative to the scale of our business when we acquired them. Importantly, when we decide to make an acquisition, we are extremely thoughtful in our approach to ensure successful execution and a beneficial outcome for all of our audiences. We've seen extremely strong, compelling rationale for the transaction with Foot Locker, which we believe brings significant value to our consumers, shareholders, and other stakeholders. Looking at slide four of our presentation, in the U.S. alone, the total addressable market across footwear, apparel, and hard lines is approximately $140 billion. With Foot Locker, we have the opportunity to expand our business internationally, which brings our total store count to more than 3,200 in key regions and opens the door to an approximately $300 billion global sports retail market. Foot Locker's international footprint marks exciting new territory for us and will make DICK'S a global business. Based on the diligence we've done, feedback from our brand partners, and our operational expertise, we have great confidence that we can build on Foot Locker's success and drive meaningful growth in these key global markets. Importantly, with this combination, we're not just growing our footprint, we're building a platform that creates new and lasting consumer connections. Before we go deeper into the benefits and opportunities of this acquisition, I want to emphasize our view of Foot Locker. As you can see here on slide five, it is a global footwear and athletic apparel retailer with a brand that is deeply connected to the sneaker consumer and sports culture. Their portfolio includes Foot Locker, Kids Foot Locker, Champ Sports, WSS, and Atmos, with approximately 2,400 stores across 26 countries at the end of 2024, including key markets in North America, Europe, Asia, Australia, and New Zealand, and a licensed store presence in Europe, the Middle East, and Asia. This is a business that has cultivated profound brand loyalty. They have leaned into new store designs and tech investments, completing over 400 store refreshes last year and growing digital sales to 18% of total revenue. Foot Locker's strengths: global reach, focus on innovation, loyalty with trend-forward consumers, and sought-after product assortment are highly complementary and make them a natural partner for DICK'S as we enter a new phase of growth. In 2024, Foot Locker generated $8 billion in revenue. We see this combination as a major accelerant to our future growth. Importantly, this deal is about the consumer, and we believe this transaction further enhances Foot Locker's shopping experience and will provide their consumer with a more complete assortment and a reinvigorated brand. With that, I'll turn it over to Lauren to go deeper into why we believe this combination will be so transformative. Thank you, Ed, and hello, everyone. As Ed mentioned, sports and sports culture are an exciting space, and this acquisition represents a meaningful and strategic milestone for DICK'S. We believe that this better positions us to meet consumer needs and benefits all of our stakeholders for the long term. As you see here on slide six, we see five significant and meaningful benefits of this acquisition, which I'll introduce now and then discuss in further detail on the following slides. First, the combination is focused on creating a global platform within the growing sports retail industry. Second, it will allow us to serve a broader set of consumers across differentiated concepts. Third, it will allow us to strengthen relationships with brand partners through global reach. Fourth, we will invest in future growth through an industry-leading omnichannel experience. Fifth, we will unlock operational efficiencies to create shareholder value. Overall, this is a growth-oriented transaction grounded in operational discipline. Now, let's look more closely at each of these core benefits, starting on slide seven. Here in the U.S., Foot Locker has a real estate portfolio that is highly complementary to ours, with stores in different markets that serve different needs and demographics from DICK'S. As Ed said, this transaction meaningfully expands DICK'S presence internationally for the first time. It brings established operations and key learnings across important markets like Europe, the Middle East, and Asia-Pacific. Together, we'll better serve consumers worldwide and be positioned to participate in a $300 billion global total addressable market for sports retail. With macro trends like the growing convergence of sport and culture, an increased focus on health and wellness, and a widespread shift toward casual wear, we believe the long-term industry tailwinds remain strong and that this expanded platform is well-positioned for long-term growth. Moving on to the next slide. As a combined company, we will have complementary concepts that address the needs of the full spectrum of consumers. Foot Locker enables us to reach more sneakerheads and lifestyle-focused shoppers, a great addition to the performance-focused consumers who are key customers for us. Not only will we reach different types of consumers, but we'll continue to focus on engaging with them wherever and however they want. Foot Locker shares our commitment to providing the best omnichannel experience and will provide immersive, innovative offerings as we continue to innovate the retail experience together for our consumers. We also believe this combination creates an even more robust platform for our valued brand partners, many of which you see here on slide nine. With increased geographic reach and a broader portfolio of banners, we can serve new demographics through new formats, brand positioning, and an expanded international footprint. We are elevating our role as a partner to the world's most important brands, both established and emerging, helping them showcase product innovation and storytelling on a worldwide stage. Moving on to slide ten, at DICK'S, we are proud of our history of strong, profitable growth, and we look forward to applying that same focus to Foot Locker. They have a talented team and a well-known brand, and going forward, we want to build upon and amplify that together. Foot Locker has made significant strides modernizing their digital capabilities and refreshing stores, which dovetails nicely with our dedication to innovation and our growth in experiential retail. Looking ahead, we plan to continue investing in experiential store formats and leading digital experiences to meet the evolving expectations of today's omnichannel consumer. Through DICK'S House of Sport and Foot Locker's reimagined concept store, both companies have developed very deep know-how in providing cutting-edge and innovative store concepts that turn locations into destinations that go beyond shopping and where customers can connect with brands, their communities, and their passions. We want consumers to have the most seamless experience possible, whether they're coming into one of our stores or shopping through a digital platform. We believe this focus will continue to set us apart and drive sustainable, long-term, profitable growth. Finally, as you'll see on slide 11, we expect this transaction to unlock operational efficiencies, primarily through procurement and direct sourcing that will benefit our consumers and create shareholder value. I'll now turn the call over to Navdeep to share more detail on the transaction. Thanks, Lauren, and thank you all for joining us today. We are thrilled to announce this transaction, which we believe has significant, compelling financial benefits that will drive long-term growth. Before I get into the detail, as Ed and Nate mentioned at the top of the call, as part of the Foot Locker acquisition announcement this morning, I want to quickly acknowledge that we also shared our preliminary first-quarter 2025 results. We are very pleased with our Q1 performance. Our first-quarter comps grew 4.5%, and we delivered a non-cap EPS of $3.37 ahead of last year. We will report our Q1 results on May 28 and look forward to discussing them in detail at that time. Now, turning back to the presentation, you will see here under the terms of the agreement, DICK'S will acquire Foot Locker for $24 per share. Foot Locker shareholders will have the option to receive either $24 in cash or 0.1168 shares of DICK'S common stock. The election is not subject to a minimum or maximum amount of cash or stock consideration. This transaction implies an equity value of approximately $2.4 billion and an enterprise value of $2.5 billion. We expect this transaction to enable us to drive growth and unlock efficiencies as a combined company, which will allow us to better serve our customers and create value for our shareholders, and we see a clear path to delivering strong financial returns over time. We expect to deliver between $100-$125 million in cost synergies in the medium term, primarily from procurement and direct sourcing efficiencies. We believe these synergies are well-supported and achievable. We also expect the deal to be accretive to EPS in the first full fiscal year post-close, excluding one-time transaction costs and costs to achieve these synergies. We are confident in our ability to retain a strong balance sheet going forward and are committed to maintaining our investment-grade ratings. Finally, the deal has been unanimously approved by both DICK'S and Foot Locker's board of directors, and while we believe it is expected to close in the second half of 2025, it is subject to customary closing conditions, including the regulatory and Foot Locker shareholder approval. In closing, we believe this combination with Foot Locker creates one of the most dynamic, diversified platforms in the global sports retail industry. It positions us for long-term leadership while delivering near-term value for consumers, brand partners, teammates, and shareholders. We are excited about the opportunities ahead and look forward to bringing this to fruition. This concludes our prepared remarks. Thank you for your interest in DICK'S Sporting Goods. Operator, you may now open the line for questions. Thank you. We will now begin the question-and-answer session. If you would like to ask a question, please press star one on your telephone keypad to raise your hand and join the queue. If you'd like to withdraw that question, simply press star one again. We also ask that you limit yourself to one question and one follow-up. Your first question comes from Brian Nagel with Oppenheimer. Please go ahead. Good morning. Congrats on the transaction. I've got maybe a couple bigger picture questions I will lob at you. First off, help us understand better the timing. Is there anything that sort of pushed you to make this merger or transact this merger now? Secondly, to what extent have you, in anticipation of this merger or in thinking about this merger, have you worked closer with key brands and how they may treat the combined company? Brian, from a timing standpoint, we think this is a great time for this acquisition. This is something we've looked at and thought about for a long time. A big part of Foot Locker under pressure was the relationship they had with Nike. Nike moving to DTC and away from wholesale partners a while back hurt Foot Locker pretty significantly. Nike's changed their position, really leaning back into wholesale. I think Elliott and his team are doing a great job, and we're pretty excited about what's going on with Nike. Foot Locker is going to be a beneficiary of that move back from a wholesale standpoint. We think the timing of this is perfect. From talking with some of the brands on this, and we have talked with a couple of them, they're pretty enthusiastic about this. Primarily, what they've talked about is that to bring our operational excellence and what we've been able to do from an operations standpoint, they think Foot Locker can benefit from that. The brands are really very excited about this transaction and are willing to help and are going to be very helpful with this transaction. They're pretty excited. Thanks, Ed. I appreciate all the color. Your next question comes from the line of Paul Lejuez with Citigroup. Please go ahead. Hey, thanks, guys. A couple of questions. First, on the synergies, I think you mentioned the medium term. What does that mean to you in terms of the timing of when you achieve the $100-$125? And within the $100-$125, I think you focused mostly on stuff that would be in the gross margin line. Curious how you're thinking about potential SG&A synergies. Second, I'm curious about what the customer is going to see. Will the customer know that DICK'S and Foot Locker are one organization? Are you considering any store banner name changes? Anything you can talk to on that front? Good morning, Paul. Thanks for the question. Like what we said in the prepared remarks today, we believe that we can achieve $100-$125 million of synergy over the medium term. We'll provide more color as we are closer to the close of the transaction. What gives us confidence is what Ed started with. The conversations that we have had with brands, as well as the work that you can imagine when we do as part of the diligence, we feel there is opportunity both on the gross margin line and getting the scale of the two companies, bringing them together, as well as there are opportunities on the SG&A line when you think about the procurement opportunities that we see across the company. We'll share much more as we go closer towards the close of the transaction. However, we feel really, really confident that this will be a good opportunity collectively as we see across the business. For the customer question, I'll turn it over to Lauren. Yes, Paul. Great question. I just want to build on what Navdeep said about potential SG&A synergies. It's really important to know that we plan to run these two businesses separately. DICK'S has obviously had tremendous growth. Our strategies are really working. The flywheel is turning, and we are going to keep the DICK'S team completely focused on that growth. Similarly, the Foot Locker team will be focused exclusively on running the Foot Locker business. We will have a team here, a small team here, led by Ed that will help with that integration and just sharing some of that knowledge and expertise and executional excellence that Ed mentioned. Because of that, the opportunities that Navdeep is talking about are really things like procurement and purchasing and things like that. Those are the synergies that we are counting on at this point. In terms of what the customer will see, I think this is going to be so exciting for customers. I think you start with the Foot Locker brand, which has been synonymous with footwear, such an iconic brand. The concept, the layout plan that the Foot Locker team has been working on has some really terrific elements, including reinventing stores, the reimagined store, the refreshed stores, investing in tech, investing in personalization, and just all of the consumer experience, investing in the stripers and really building culture. The consumer can be sure that they are going to get a reinvigorated Foot Locker that will be strong and be the leader of the industry for years and years to come. For now, because we are leading the two companies, we're going to keep them separate. The consumer may or may not know that DICK'S and Foot Locker are one, but our plan right now is to run them as separate entities. The combination of them for the consumer is not the most important thing. It's making sure that there are two powerful brands that are meeting all consumer needs wherever, whenever, however they want to shop. Thank you. Good luck. Yep. Your next question comes from the line of Adrian Yee with Barclays. Please go ahead. Good morning. Congratulations. It has not closed yet, but great to hear. Great news. Three questions. Ed and Lauren, you talked about or you made some mention of sort of some brand feedback already. Is that fair to say that you had had conversations with, obviously, Nike as your largest vendor kind of prior to kind of having this definitive merger agreement? My second question is, Navdeep, to kind of housekeeping, what market share assumptions are you using for footwear, apparel, and hard lines out of the $140 billion and the $300 billion global? My final one is the 25% that you have of merchandise purchases and the 59% of Foot Locker's merchandise purchases, what would that be as a percent of total sales to the combined entity? Thank you. Adrian, thank you. From a brand feedback, yes. We talked with several brands about the opportunity for us to do this, what they saw, where the opportunities were, what we would do. They gave us, we gave them kind of our view of what we would do. They gave us our impression of what was going on with Foot Locker. This is a, I understand that some people might not immediately see everything that we see, and we understand that. We see a terrific opportunity there as we have talked to the brands, we have talked to the Foot Locker team, which we really like. We see that there are big opportunities. What we talk about internally here is part of our job is to be able to see around corners and see what is coming next. We are really excited about this. The whole idea of sport and sport culture kind of coming together has never been stronger. We see that not only in this country, but what is going on globally and how important sport is from a global standpoint. In this country, in particular, with the World Cup coming in 2026, the Olympics in 2028, the World Cup is going to be the biggest sporting event this country has ever seen. The way they have laid this out is going to be terrific with matches being in cities all around the country. Footwear is going to be a big part of the whole World Cup. What we see coming around the corner is really exciting, and we could not be happier to be a part of this with Foot Locker. Good morning, Adrian. Let me take the second and the third question. In terms of the breakdown of the footwear, apparel, and the hard lines as you think about the industry, as you can imagine, footwear and apparel makes up the largest portion of the overall TAM that we talked about today. We have also talked about how footwear is the key part of that overall TAM when we think about it. Internally, you have heard us talk about that footwear is the engine that drives the train. The opportunity that we see is just not looking at the percentage of the TAM that is addressable, but how important this portion of this footwear part of that TAM is and what that means for apparel, what that does from a team sports as well as on an equipment side is what gets us really excited. You asked about the percentage of the total sales. The footwear business as a combined company would be close to about 50% of the total sales of the company. Right. Last final, sorry. Are you planning to take out the Foot Locker bonds? And you had two times leverage previously. What does that look like? I know you had said that you would keep it conservative. We're coming out with close to three times leverage. Is that fair? Let me start with the first. How do you disclose? First of all, as you, Adrian, as we disclosed today, the consideration mix is not known, and that will not be known until close to the transaction. As you know, we have a very strong balance sheet. We finished last year with $1.7 billion of cash on the balance sheet. As we looked at this transaction, the immediate impact on, even if this were to be fully financed using the debt, it will not impact unfavorably our credit ratings today. Our intention is to continue to maintain a strong investment-grade credit rating on a go-forward basis as well. As we got it today, our intention is to use a combination of cash, long-term debt, as well as equity as we look to finance this transaction. In terms of the planning to take out the Foot Locker bonds that are outstanding, we are working with our advisors to see if there is an opportunity to exchange the obligations. If need be, we'll be able to take those notes out as well. Fantastic. Thank you so much. Congrats. Thanks, Adrian. Your next question comes from the line of Simeon Gutman with Morgan Stanley. Please go ahead. Hey, good morning, everyone. A little bit of a repeat, I think, from the first question. Foot Locker is shrinking on a same-store sales basis, and you're growing nicely and punctuated by even what happened in the first quarter. One could argue that DICK'S is going to get Foot Locker's share over time. What do you see or envision? Why the financial merit to buy them today? Ed, you talked about this inflection in product access. How do you weigh that versus some of the longer-term opportunity that you discussed in the sporting goods industry? That's my first question, and then I have a follow-up. Thanks. Sure. Simeon, thanks. Foot Locker has a consumer, and it serves a consumer in a neighborhood that we, in many cases, are never going to get. They're in places that we're not going to be able to find 50,000 sq ft or 60,000 sq ft or at rents that would give us the return. Places that, so they've got stores and a consumer that we're not going to get based on our real estate strategy. We think there's great financial merit here. We think that leaning into the footwear business, we've always talked about footwear as the engine that pulls this train. Foot Locker has been shrinking, but still, I hope everybody can remember what happened with Nike's change in their distribution strategy when they went from a DTC standpoint, and Foot Locker bore the brunt of that change. Nike's made the change to move back to wholesale. We've talked with Nike. Foot Locker is a very important part of Nike's long-term strategy, and we're happy to have Foot Locker and us together take advantage of all those things that are going to come down the pipe with Nike and some of the other key brands that we do business with. I know, as I said, this might not be as evident to some people on the surface to see what's happening, but our job is to see around corners and what we see coming. We're pretty enthusiastic about it. As you know and most everybody knows, we're pretty conservative. We don't get over our skis. We took a long time to think about this and think through the ramifications of it and how we would do this. One of the precepts that we put together and we talked with our board about, the board was very adamant about with us, with their direction, is that when we do this, it cannot impact what we're doing from DICK'S. It can't impact what we're doing from a House of Sport, Fieldhouse, what we're doing from Game Changer, investing from a technology standpoint. The flywheel that we've got going with DICK'S and how strong DICK'S is, we're doing this from a position of strength. We think this can only improve what Foot Locker is doing, and what we're doing with DICK'S is not going to change. That glide path is still there. If I could just build on that, the TAM that we're operating in is growing from $140 billion to $300 billion. That's because of the global reach. Even DICK'S growing, this obviously widens the addressable market for us significantly. Then, as Ed mentioned, within even markets where we exist in North America and the U.S., we have opportunities to grow our addressable market. We absolutely think that this is going to be additive to the DICK'S story. My follow-up, you mentioned distribution strategy, which I think, as we know in this space and in some retail segments, can make or break a company. It has been important to DICK'S. You have gotten a lot of high-heat merchandising, protected brands within your channel specifically. I guess, what is this? How do you think about the next five years? Granted, you cannot predict what all of your vendors are going to do, but being protected and having distributed channels actually helps. How do you think about the base case five years from now? Is it still as protected since you are making a much bigger bet on this footwear category, which I think the brand distribution matters a lot? What is your going assumption on how that plays out with Nike, Hoka, On, Adidas, et cetera? We think this makes us much bigger and much more important partners to those brands. From what they're going to do from a distribution strategy, one never knows. Everything that we've talked with them about, everything that we've seen, is that they're not looking to change their distribution strategy and broaden it significantly where access to some of this high-heat product would go other places that it does not have today. Everything they've talked about, they really want to be in a specialty-type environment. We do not expect anything to change, but like you said, you never know. We have not seen any indication of that. The brands have indicated they're going to continue to lean into specialty and make sure that their product is positioned in a premium way, so. Thank you. Good luck. Thank you. Your next question comes from the line of Robbie Ohmes with Bank of America. Please go ahead. Morning. Thanks for taking my question. I guess my kind of two questions in one. It sounds like at post-merger, you would expect the Nike percent the baseline would be right after the merger, but you would expect the Nike percent of sales to go up within Foot Locker pretty significantly. Is that fair? Robbie, I think there's that possibility. I think without getting too far ahead of ourselves, from a distribution standpoint, I think Foot Locker will get more high-heat product. They might then reallocate some inventory and some allocation of product to some other product. I think what's going to happen is that the Nike business will probably go up. We expect the Nike business will go up at a higher margin rate because they'll be able to sell more product at full price as they weren't getting as much product that could be sold at full price as they did in the past. That is a big precept of this. We're pretty confident that that will be the case. That's really helpful. Then just post-acquisition, does this change at all the sort of growth rate for House of Sport or DICK'S Sporting Goods in the U.S. at all? Also, I know it's early, but could there be right-sizing of Foot Locker's store base expected post-close with a significant number of stores closing? Robbie, so it's really critical to know that nothing is changing with our growth rate, our expectations for House of Sport, for our Fieldhouse concepts. Reimagining the portfolio, repositioning our portfolio is one of our enormous bets here and will absolutely continue. In terms of Foot Locker stores, that team has obviously done an assessment of all their stores. They've indicated there are some that are potentially being closed, but that's something that we're going to get involved with in the next several months and have more of an opinion. It's not our expectation that we'll be closing a significant number of Foot Locker stores. We're here to reinvigorate the Foot Locker brand. Terrific. Thanks so much. Thank you. Your next question comes from the line of Kate McShane with Goldman Sachs. Please go ahead. Hi, good morning. Thanks for taking our question. I wanted to go back to the question of why this is the right time. Just given the risk of the tariff environment and how it can impact the overall business, just how are you thinking through that, just especially given that the timing of the closing of this deal could overlap with other tariff headlines? Yeah. Tariffs are something we think about all the time, and then they change from time to time. There was some good news that came out of Geneva last week that is positive. We have been able to manage through tariffs in the past. We will manage through these tariffs again. We will be working with our brands. We will be working with our supply chain partners. It is just one of the things in the world that we have to deal with. We think that this is the right time based on a number of factors. We think this is the right time to do this acquisition. We have been looking at this for a long time. We have been thinking about this for a very long time, and all the pieces fell together right now. We could not be happier about it. Thank you. Your next question comes from the line of Michael Lasser with UBS. Please go ahead. Good morning. Thank you so much for taking my question. Ed, it sounds like you anticipated that there might be some skepticism out there, and some of that skepticism might be rooted in looking at the history of vertical mergers within horizontal mergers within retail, especially when you have one retailer that's been performing well and another that has been underperforming and the complications with creating shareholder value from those combinations. Why is this situation different? Michael, thank you. I think that's a great question, and I think this is very different. A couple of things that mergers in the past, when one company was doing well and another company wasn't doing well. We think the big difference here is that footwear is part of our core competency. We know this business extremely well. We can see visibility to we've got visibility to Foot Locker performing meaningfully better, whether that's because of what's going to happen with Nike, and we've seen the pipeline coming with Nike. We think that the new team at Nike is doing a great job. We couldn't be more excited to lean into Nike. We've got visibility into how this can be improved. We also have taken a look and think that there's a real opportunity for Foot Locker from an apparel standpoint. They've talked that their apparel business is deteriorated. They haven't invested in that and bringing apparel back into this for this consumer. This kid dresses from toe to head, and they didn't have all the product from a footwear standpoint, so from the toe, and they really scaled back what they were doing from up to the head from an apparel standpoint. The big difference here is we see real visibility on how to improve this. It's not like we're going to try to get in there. We just did this from a market share standpoint. We did this because we see real visibility. We've got a clear line of sight of how this can be improved significantly. Our view is that we can get Foot Locker with the team that's there, which we really like. We feel that we can get Foot Locker back to its rightful position in this industry of where it was. As I've said before, we're pretty conservative. We don't have a lot of big egos here in trying to do something just to do it. We're very conservative. If we didn't see this clear line of sight to this or we thought that this was going to impact what we're able to do with DICK'S, we wouldn't be doing it. We understand it's up to us now to go prove that and kind of make these improvements, keep DICK'S going. We knew there'd be some skepticism, but we're up for the job, and we're highly confident that we will be able to get all of this done. Okay. Thank you for that. My follow-up question is, what comp assumption did you use for the Foot Locker business as you underwrote this transaction? How do you mitigate the risk that if comps at Foot Locker accelerate, it won't come at the expense of the core business, which you very clearly said you will try not to do? Thank you very much. Sir, Michael, I hope you can understand this, that we're not going to provide that information right now. Understand that we've gone through there. We have a set of assumptions that we're not ready to make public. As we go through this transition between now and close, when we close, we'll provide where we think what the comp is going to be, what we think the EPS is going to be, a better view of what the accretion is going to be. We'll give you all of those. Right now, as we just announced this yesterday, we're not ready to provide that information at this point. Understood. Good luck. Thank you. Your next question comes from the line of Chris Horvers with JPMorgan. Please go ahead. Thanks and good morning. I may have missed this because I missed the beginning of the call, but as you think about the opportunity for DICK'S Sporting Goods, does Foot Locker's knowledge of the international markets and international real estate provide a long-term opportunity for DICK'S to go abroad? Thank you. Chris, that's a great question. As I said at the beginning, we are going to be running these two businesses separately right now. DICK'S is staying on its current growth trajectory and current strategies, which do not include at this time international expansion. We are thrilled for the company to become a global company. Obviously, Foot Locker is a global brand, and who knows about the future? For now, it's business as usual at DICK'S. If I can just add on to that, we feel, and we've kind of talked about this before, there is so much opportunity here in the U.S. for us with, I mean, with the House of Sport concept that moved down, the transition to the Fieldhouse and the more traditional stores. We've got a huge opportunity here and a lot of work to do in the U.S. and a lot of growth here. We have no plans to take DICK'S internationally. Then following up on the prior question there, as you think about, you have not been able to say maybe how much comp benefit that the core DICK'S concept has benefited from some of Foot Locker's challenges. If you do not have that, can you talk about maybe how you think about narrowing down more quantitatively that customer crossover? As you mentioned, there is a portion of that store base you just cannot get at it. It is small box, small community. Is that a 20% customer crossover? Is that a 50% customer crossover? Any thoughts on the reach of the DICK'S brand versus the reach of the Foot Locker brand? Thanks very much. Yeah. Chris, I would point you to the fact that our market share in this $140 billion market that we've been competing in thus far is still around 8%. There is an enormous market share. When we look to DICK'S and how we've been growing in footwear, it's not that we've been trading and taking what was Foot Locker's share. We have now gotten, with 90% of our stores having premium full-service footwear decks, and we have a much improved assortment of the best shoes that the kids are coming to DICK'S for their entire outfit, as Ed said. I don't see these two things as being cannibalistic. Understood. Thanks very much. Good luck. Thank you. Ladies and gentlemen, we have time for one more question. That question comes from Mike Baker with D.A. Davidson. Please go ahead. Okay. Thanks. I wonder if this analogy makes sense. This reminds me of when you guys bought Golf Galaxy a number of years ago, originally some skepticism, but that did give you a bigger seat at the table as it relates to the golf business. Can you talk about that, how this is similar? Can you maybe frame, if you agree, frame up what your market share went to golf pre and post that transaction and how that may have helped the margins in that business? I think it's similar to that. I'm not going to get to it from a market share standpoint. I can't remember back that far what the market share was. It's similar in that it strengthened our partnership with those golf brands, which has really helped us not only at Golf Galaxy, but at DICK'S going forward. This is pretty similar to that. I think it strengthens our relationship with the key brands. We become more important to them. They become more important to us. It becomes really more of a true partnership that we've talked about, and we're pretty excited about leaning into these brands, and they're excited about investing with us and leaning into it. I think it's a very good analogy and one that worked out very well for us from the golf standpoint, and we suspect it's going to work out very well from a footwear standpoint too. Great. I appreciate that. Last question. Do you anticipate any FTC issues, any divestitures? It does not sound like you are planning on any, but just any color on that process. Thanks. Yeah. No, we are not expecting any regulatory concerns. Obviously, we are going to go through the process and see where we net out, but we are not expecting that to be too cumbersome. Excellent. Thank you. Can I ask one more if I could? Sorry. When you talk about synergies from procurement, that means presumably I take that as meaning buying better from vendors. You're not talking non-merchandise procurement. You're talking about the product procurement. Is that correct? Yeah. Michael, actually, we are talking about both because you have opportunity both on the procurement vendor, the direct sourcing vendor, as well as the non-merch vendor. Understood. Okay. Just wanted to clarify that. Thank you. Thank you. I will now turn the conference back over to Ed Stack, Executive Chairman, for closing comments. We thank everybody for joining us today. We are very excited about this acquisition. We think it is going to be great for our company, for Foot Locker, for all of our shareholders and constituents. We look forward to it. We will talk to you in our earnings call in a couple of weeks. Thank you. Ladies and gentlemen, this does conclude today's conference call. Thank you for your participation, and you may now disconnect.