M&A - STEVEN MADDEN, LTD.

Form Type: 10-Q

Filing Date: 2025-05-09

Corporate Action: Acquisition

Type: New

Accession Number: 000162828025024142

Filing Summary: Steven Madden, Ltd. filed its quarterly report for the period ended March 31, 2025. The report details a new acquisition involving a joint venture agreement in January 2025, where the company, through its subsidiary, acquired a 50.1% controlling interest in SM Fashion Australia Pty Ltd. for $1,899. The acquisition recognized goodwill of $1,393. Another acquisition was made for an additional 2.0% equity interest in SM Distribution Malaysia Sdn. Bhd. for $5, which resulted in a total ownership stake of 51.0%. Goodwill recognized for this acquisition was $1,829. This report also includes financial statements indicating a slight increase in sales and net income compared to the prior year.

Form Type: 8-K

Filing Date: 2025-05-07

Corporate Action: Acquisition

Type: New

Accession Number: 000164117225008949

Filing Summary: On May 6, 2025, Steven Madden, Ltd. announced the completion of its acquisition of Mercury Acquisitions Topco Limited, the holding company for the Kurt Geiger business. The acquisition was conducted through a Purchase Agreement with an enterprise value of approximately £289 million, resulting in a net equity value payment of £202 million at closing, alongside the repayment of specified third-party debt and redemption of loan notes. The acquisition was funded through a combination of cash on hand and borrowings from an Amended and Restated Credit Agreement established on the same day. The Credit Agreement includes a term loan facility of $300 million and a revolving credit facility of $250 million, maturing on May 6, 2030, with various covenants and obligations for the Company and its subsidiaries. The press release also mentioned a quarterly cash dividend declaration of $0.21 per share to stockholders, payable on June 20, 2025, with a record date of June 9, 2025. This transaction is expected to have a significant impact on the company's operational structure going forward.

Form Type: 8-K

Filing Date: 2025-02-19

Corporate Action: Acquisition

Type: New

Accession Number: 000149315225007575

Filing Summary: On February 12, 2025, Steven Madden, Ltd. entered into a Purchase Agreement to acquire the entire issued share capital of Mercury Acquisitions Topco Limited, which holds the Kurt Geiger business, for an enterprise value of approximately £289 million. This transaction involves a base purchase price of £202 million, subject to adjustments, and is structured under a 'locked box' arrangement. Conditions for closing include compliance with U.S. antitrust laws and no adverse legal actions. The Purchase Agreement also includes a management warranty deed and customary representations and warranties. Additionally, a commitment letter for debt financing of up to $550 million for the transaction was signed with several banks. The Purchase Agreement will terminate if closing conditions are not met by December 5, 2025.

Form Type: 8-K

Filing Date: 2025-02-13

Corporate Action: Acquisition

Type: New

Accession Number: 000149315225006235

Filing Summary: On February 13, 2025, Steven Madden, Ltd. announced a significant acquisition involving the entire issued share capital of Mercury Acquisitions Topco Limited, which is the holding company for the Kurt Geiger business. The acquisition agreement includes Steven Madden as a guarantor and establishes a purchase deed involving various entities, including SML UK Holding Ltd. (a wholly-owned subsidiary) and several investors associated with the Fifth Cinven Fund, Bain & Company, Inc., and Squam Lake Investors X LP. This acquisition demonstrates Steven Madden's strategic expansion into the UK luxury footwear market.