Guess? Inc. Files 8-K: Material Agreement, Other Events
| Field | Detail |
|---|---|
| Company | Guess Inc |
| Form Type | 8-K |
| Filed Date | Aug 20, 2025 |
| Risk Level | medium |
| Pages | 16 |
| Reading Time | 19 min |
| Key Dollar Amounts | $0.01, $16.75, $23,297,914 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, regulation-fd, corporate-events
TL;DR
Guess? Inc. filed an 8-K on 8/20/25 for a material agreement and other events.
AI Summary
On August 20, 2025, GUESS?, INC. filed an 8-K report detailing a material definitive agreement. The filing also included Regulation FD disclosures and other events, along with financial statements and exhibits. The company is incorporated in Delaware and its principal executive offices are located in Bioggio, Switzerland.
Why It Matters
This 8-K filing indicates significant corporate activity, including a material definitive agreement, which could impact the company's operations, financial standing, or strategic direction.
Risk Assessment
Risk Level: medium — Material definitive agreements and other events reported on an 8-K can introduce new risks or alter existing ones for a company.
Key Numbers
- 001-11893 — SEC File Number (Identifies the company's filing history with the SEC.)
- 95-3679695 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- GUESS?, INC. (company) — Registrant
- August 20, 2025 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of incorporation
- Bioggio, Switzerland (location) — Address of principal executive offices
FAQ
What is the nature of the material definitive agreement reported?
The filing indicates the entry into a material definitive agreement, but the specific details of the agreement are not provided in the summary information.
What other events are disclosed in the 8-K filing?
The filing mentions Regulation FD disclosures and 'Other Events' in addition to the material definitive agreement.
When was this 8-K report filed?
The report was filed on August 20, 2025.
Where are GUESS?, INC.'s principal executive offices located?
The principal executive offices are located at Strada Regina 44, Bioggio, Switzerland.
What is GUESS?, INC.'s state of incorporation?
GUESS?, INC. is incorporated in Delaware.
Filing Stats: 4,665 words · 19 min read · ~16 pages · Grade level 20 · Accepted 2025-08-20 08:47:00
Key Financial Figures
- $0.01 — ich registered Common Stock, par value $0.01 per share GES New York Stock Exchan
- $16.75 — be converted into the right to receive $16.75 per share, in cash without interest (th
- $23,297,914 — a termination fee to Authentic equal to $23,297,914 if the Merger Agreement is terminated i
Filing Documents
- d936438d8k.htm (8-K) — 75KB
- d936438dex21.htm (EX-2.1) — 610KB
- d936438dex101.htm (EX-10.1) — 118KB
- d936438dex991.htm (EX-99.1) — 26KB
- d936438dex992.htm (EX-99.2) — 3KB
- 0001193125-25-183789.txt ( ) — 1129KB
- ges-20250820.xsd (EX-101.SCH) — 3KB
- ges-20250820_lab.xml (EX-101.LAB) — 17KB
- ges-20250820_pre.xml (EX-101.PRE) — 11KB
- d936438d8k_htm.xml (XML) — 3KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 2.1* Agreement and Plan of Merger, by and among the Guess?, Inc., Authentic Brands Group LLC, Glow Holdco 1, Inc. and Glow Merger Sub 1, Inc., dated August 20, 2025. 10.1** Voting and Support Agreement, by and among Authentic Brands Group LLC, Guess?, Inc. and the stockholders party thereto. 99.1*** Press Release, dated August 20, 2025. 99.2*** Press Release, dated August 20, 2025. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. * All schedules to the Merger Agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. ** Certain schedules to the Voting and Support Agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. *** Furnished herewith.
Forward-Looking Statements
Forward-Looking Statements This Form 8-K contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, which include all statements that do not relate solely to historical or current facts. Forward-looking statements, which are frequently indicated by terms such as "expect," "could," "will," "should," "goal," "strategy," "believe," "estimate," "continue," "outlook," "plan," "create," "see," "proposed," "intend," and similar terms, are only expectations, and involve known and unknown risks and uncertainties, which may cause actual results in future periods to differ materially from what is currently anticipated. These forward-looking statements include, but are not limited to, sta