August 20, 2025
Willkie represented the Special Committee of the Board of Directors of Guess?, Inc. (NYSE: GES) in connection with the take-private acquisition of Guess? by certain shareholders in partnership with Authentic Brands Group.
On August 20, Guess? announced that it signed a definitive agreement for certain existing Guess? shareholders (collectively, the “Rolling Stockholders”), including co-founders Maurice and Paul Marciano, Nicolai Marciano, CEO Carlos Alberini and certain of their respective trusts, foundations and affiliates, to enter into a strategic partnership with Authentic Brands Group to take Guess? private in a transaction that values Guess? at $1.4 billion.
Under the agreement, Authentic Brands Group will acquire 51% of substantially all Guess? intellectual property after which all of the outstanding common stock of Guess? not already beneficially owned by the Rolling Stockholders will be acquired in an all-cash transaction. The Rolling Stockholders will own 49% of all Guess? intellectual property, and current Guess? management will continue to run the business and own 100% of the operating company. Guess? shareholders (other than the Rolling Stockholders) will receive $16.75 per share in cash.
Guess? designs, markets, distributes and licenses a lifestyle collection of contemporary apparel, denim, handbags, watches, eyewear, footwear and other related consumer products. As of May 3, 2025, Guess? directly operated 1,074 retail stores in Europe, the Americas and Asia. Guess?’s partners and distributors operated 527 additional retail stores worldwide.
The Willkie team was led by partners Adam Turteltaub, Amanda M. Burke and Tariq Mundiya with associates Nidhi Modani and Jenny Kim.
