Guess?, Inc. (NYSE: GES) has announced a definitive agreement for a take-private transaction with Authentic Brands Group LLC (Authentic). As part of the transaction, Authentic will acquire 51% of substantially all Guess? intellectual property, and all outstanding common stock not already owned by certain existing Guess? shareholders will be acquired in an all-cash transaction, valuing Guess? at approximately $1.4 billion, including debt.
The transaction represents a premium of approximately 73% to Guess?'s unaffected closing common stock price on March 14, 2025, the last trading day prior to Guess?'s press release announcing its receipt of a non-binding acquisition proposal from a third party.
Under the terms of the agreement, Guess? shareholders (other than the rolling stockholders) will receive $16.75 per share in cash, representing the aforementioned premium.
The transaction is expected to close in the fourth quarter of Guess?'s 2026 fiscal year, subject to satisfaction or waiver of regulatory and other customary conditions, including approval by the holders of a majority of Guess?'s outstanding common stock and a majority of the votes cast by the unaffiliated stockholders of Guess?.
Upon completion of the transaction, Guess?'s common stock will no longer be listed on any public market.
As of May 3, 2025, Guess? directly operated 1,074 retail stores in Europe, the Americas, and Asia, with its partners and distributors operating an additional 527 retail stores worldwide. Guess? and its partners and distributors operated in approximately 100 countries worldwide.
Financial advisors and legal counsels involved in the transaction include Solomon Partners, Willkie Farr & Gallagher LLP, Young Conaway Stargatt & Taylor LLP, O'Melveny & Myers LLP, Morris, Nichols, Arsht & Tunnell LLP, Joele Frank, The Sage Group, LLC, Jones Day, and Ropes & Gray LLP.
Guess? designs, markets, distributes, and licenses a lifestyle collection of contemporary apparel, denim, handbags, watches, eyewear, footwear, and other related consumer products. Today the company's shares have moved -0.96% to a price of $13.34. If you want to know more, read the company's complete 8-K report here.