Guess? to go private in $1.4B deal with Authentic Brands Group.

Guess? co-founders Maurice and Paul Marciano and CEO Carlos Alberini have partnered with Authentic Brands Group to take Guess? private. The deal values Guess? at approximately $1.4 billion, a premium of 73% to its unaffected closing stock price on March 14, 2025. Guess? shareholders will receive $16.75 per share in cash. Guess? will enter into a strategic partnership with Authentic Brands Group, where Authentic will own 51% of Guess? IP and the Rolling Stockholders will own 49%. Current Guess? management will continue to run the business and own 100% of the operating company.

Guess?, Inc. (NYSE: GES) has announced a definitive agreement to take the company private in a deal valued at approximately $1.4 billion. The transaction, which is expected to close in the fourth quarter of 2026, involves a strategic partnership with Authentic Brands Group LLC (Authentic). This partnership will see Authentic acquire 51% of Guess?'s intellectual property (IP), while the Rolling Stockholders, including co-founders Maurice and Paul Marciano, and CEO Carlos Alberini, will own 49%. Current Guess? management will continue to run the business and own 100% of the operating company [1].

Guess? shareholders, excluding the Rolling Stockholders, will receive $16.75 per share in cash, representing a premium of approximately 73% to the unaffected closing common stock price on March 14, 2025. 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 a majority of Guess?'s outstanding common stock and a majority of the votes cast by the unaffiliated stockholders of Guess? [1].

The transaction will be financed through a combination of rollover equity by the Rolling Stockholders and cash commitments by Authentic. Guess? expects to pay a quarterly cash dividend of $0.225 cents per share through the closing of the transaction. Upon completion of the transaction, Guess?'s common stock will no longer be listed on any public market [1].

Alex Yemenidjian, Chairman of the Guess? Board of Directors and Chairman of the Special Committee, stated, "Today’s announcement is the result of a thoughtful and independent review by the Special Committee of the Guess? Board of Directors to maximize value for Guess? shareholders." The Special Committee evaluated several potential options and determined that the transaction with Authentic and the Rolling Stockholders was the best path forward for Guess? [1].

Paul Marciano, Guess? Co-Founder and Chief Creative Officer, expressed gratitude for the opportunity to continue working with Carlos Alberini and the talented leaders at Guess? in this new chapter. Carlos Alberini, Guess? Chief Executive Officer, looks forward to building on the progress made to strengthen the organization, improve brand awareness, and elevate customer engagement as a private company [1].

Jamie Salter, Founder, Chairman, and CEO of Authentic, stated, "Guess? is a powerhouse brand that has defined style and culture for over 40 years." He expressed excitement about building on Guess?'s legacy within Authentic's platform [1].

The transaction is expected to provide Guess? with enhanced flexibility to navigate today's complex operating environment and execute on a more targeted, long-term strategy. The deal is subject to 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? [1].

References:
[1] https://www.businesswire.com/news/home/20250819886654/en/Guess-Co-Founders-Maurice-and-Paul-Marciano-and-CEO-Carlos-Alberini-Partner-with-Authentic-Brands-Group-to-Take-Guess-Private