We are investigating the fairness of the proposed sale of Guess?, Inc. (NYSE: GES) (“Guess?”) for $16.75 per share in cash to Authentic Brands Group (“ABG”).
The sale price is well below Guess?’s 52-week high of $21.81 per share, which suggests an opportunistic purchase.
Additionally, certain existing shareholders of Guess?, including Co-Founders Maurice, Paul and Nicolai Marciano; CEO Carlos Alberini; and certain of their respective trusts, foundations, and affiliates, will be rolling over their shares into equity interests in the post-close entity. The opportunity to roll over shares into the post-close entity is not being made available to Guess?’s public stockholders.
The sale was approved upon the recommendation of a purportedly independent special committee (“Special Committee”) of the board of directors (“Board”) of Guess?, which indicates that there were potential conflicts of interest affecting certain members of the Board.
If you remain a Guess shareholder and have concerns about the fairness of the price, you may contact our firm to discuss your legal rights at no charge by completing and submitting the form below.
Why is there an investigation?
On August 20, 2025, Guess announced that it had agreed to be sold for $16.75 per share in cash to ABG.
The sale price is well below Guess?’s 52-week high of $21.81 per share, which suggests an opportunistic purchase.
Additionally, certain existing shareholders of Guess?, including Co-Founders Maurice, Paul and Nicolai Marciano; CEO Carlos Alberini; and certain of their respective trusts, foundations, and affiliates, will be rolling over their shares into equity interests in the post-close entity. The opportunity to roll over shares into the post-close entity is not being made available to Guess?’s public stockholders.
The sale was approved upon the recommendation of a Special Committee of the Board, which indicates that there were potential conflicts of interest affecting certain members of the Board.
“We are investigating whether the Guess Special Committee acted in the best interests of Guess shareholders in recommending the merger,” explained Joshua Fruchter, a founding partner of Wohl & Fruchter. “This includes whether the members of the Guess Special Committee were truly independent, whether the sale price is fair to Guess shareholders, and whether all material information regarding the transaction has been fully disclosed.”