Iconix Brand Group, Inc. Closes Mossimo Merger
November 01 2006 - 8:00AM
PR Newswire (US)
NEW YORK, Nov. 1 /PRNewswire-FirstCall/ -- Iconix Brand Group, Inc.
(NASDAQ:ICON) ("Iconix" or the "Company") announced today that the
Company has completed the merger of Mossimo, Inc. (NASDAQ:MOSS)
("Mossimo") with and into a subsidiary of Iconix. The Company
signed a definitive agreement as of March 31, 2006 to acquire
Mossimo subject to the receipt of certain regulatory clearances
that have since been received, and the approval by the Mossimo
stockholders which occurred at a special meeting called for such
purposes on October 31, 2006. Iconix acquired all of the
outstanding shares of Mossimo, Inc. in consideration for 0.2271139
of a share of Iconix common stock and $4.25 in cash for each share
of Mossimo common stock. The total purchase price for Mossimo Inc.
was 3,608,810 shares of Iconix common stock and $67.5 million in
cash. On closing Mossimo had approximately $22 million in cash.
Mossimo stockholders also received non-transferable contingent
share rights entitling them to additional shares of Iconix common
stock after the first anniversary of the merger if Iconix's common
stock does not close at or above $18.71 for at least 20 consecutive
trading days during the year following the merger. Based upon the
three day average price of Iconix stock prior to the closing, the
maximum additional shares of common stock that Iconix potentially
will have to issue is approximately 41,000 shares. In addition the
Company paid Cherokee Inc. $33.0 million upon the closing of the
merger in connection with a termination and settlement agreement
with Cherokee. To finance the transactions, the Company borrowed
$90.0 million from Merrill Lynch Mortgage Capital Inc. pursuant to
a two-year secured note that bears interest at a variable rate
equal to the three-month LIBOR plus 5.125% per annum. The Mossimo
brand is projected to generate between $20 and $25 million in 2007
royalty revenue, primarily from a license agreement with the Target
Corporation, but with additional contribution from licenses in
Australia, South America, Mexico and Japan. As part of the
transaction, Mossimo Giannulli, founder and chairman of Mossimo,
Inc, has joined Iconix as a consultant and will continue to work
with the Company to build the brand domestically and
internationally. Neil Cole, Chairman and CEO of Iconix, stated, "We
are thrilled to have added Mossimo to our growing portfolio of
powerful brands. Not only does this acquisition further diversify
our revenue base, but it also solidifies our relationship with
Target, one of the world's leading retailers. I am confident that
Mossimo will continue to grow around the world into an even
stronger lifestyle brand." Iconix Brand Group Inc. (NASDAQ:ICON)
owns, licenses and markets a growing portfolio of consumer brands
including CANDIE'S(R), BONGO(R), BADGLEY MISCHKA(R), JOE BOXER(R),
RAMPAGE(R), MUDD(R), LONDON FOG(R) and MOSSIMO(R). The Company has
also entered into a definitive agreement to purchase the brand
OCEAN PACIFIC(R). The Company licenses its brands to a network of
leading retailers and manufacturers that touch every major segment
of retail distribution from the luxury market to the mass market in
both the U.S. and around the world. Iconix, through its in-house
advertising, promotion and public relations agency, markets its
brands to continually drive greater consumer awareness and equity.
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995. The statements that are not historical facts
contained in this press release are forward looking statements that
involve a number of known and unknown risks, uncertainties and
other factors, all of which are difficult or impossible to predict
and many of which are beyond the control of the Company, which may
cause the actual results, performance or achievements of the
Company to be materially different from any future results,
performance or achievements expressed or implied by such forward
looking statements. Such factors include, but are not limited to,
uncertainty regarding the results of the Company's acquisition of
additional licenses, continued market acceptance of current
products and the ability to successfully develop and market new
products particularly in light of rapidly changing fashion trends,
the impact of supply and manufacturing constraints or difficulties
relating to the Company's licensees' dependence on foreign
manufacturers and suppliers, uncertainties relating to customer
plans and commitments, the ability of licensees to successfully
market and sell branded products, competition, uncertainties
relating to economic conditions in the markets in which the Company
operates, the ability to hire and retain key personnel, the ability
to obtain capital if required, the risks of litigation and
regulatory proceedings, the risks of uncertainty of trademark
protection, the uncertainty of marketing and licensing acquired
trademarks and other risks detailed in the Company's SEC filings.
The words "believe", "anticipate," "expect", "confident",
"project", provide "guidance" and similar expressions identify
forward-looking statements. Readers are cautioned not to place
undue reliance on these forward looking statements, which speak
only as of the date the statement was made. Contact: David Conn
Executive Vice President Iconix Brand Group 212.730.0030 Joseph
Teklits Integrated Corporate Relations 203.682.8200 DATASOURCE:
Iconix Brand Group, Inc. CONTACT: David Conn, Executive Vice
President of Iconix Brand Group, +1-212-730-0030; or Joseph Teklits
of Integrated Corporate Relations, +1-203-682-8200 Web site:
http://iconixbrand.com/
Copyright
Mossimo (NASDAQ:MOSS)
Historical Stock Chart
From Oct 2024 to Nov 2024
Mossimo (NASDAQ:MOSS)
Historical Stock Chart
From Nov 2023 to Nov 2024