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Guess? (GES) investor relations material

Guess? Proxy Filing summary

Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.
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Proxy Filing summary13 Nov, 2025

Executive summary

  • A merger agreement was entered into with Authentic Brands Group, making the company a privately held entity upon completion, pending shareholder approval and regulatory clearance.

  • The special meeting for shareholders to vote on the merger is scheduled for November 21, 2025.

  • Supplemental disclosures were issued in response to shareholder demands and litigation alleging insufficient disclosure regarding the merger.

  • Antitrust clearance for the merger was received from the Republic of Cyprus on November 11, 2025.

Voting matters and shareholder proposals

  • Shareholders are being asked to vote on the proposed merger with Authentic Brands Group.

  • The company received 15 letters and 7 demands for books and records from shareholders regarding the merger disclosures.

  • Two lawsuits were filed by shareholders seeking to block the merger until additional disclosures are made.

Board of directors and corporate governance

  • An independent Redomestication Committee was formed in August 2024 to evaluate moving the company’s jurisdiction outside Delaware.

  • The Special Committee interviewed multiple investment banks and retained independent legal counsel to ensure impartiality in the merger process.

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Frequently asked questions

Guess? Inc is a global apparel company that designs, markets, and distributes clothing, accessories, and footwear. The company operates through retail, wholesale, and licensing channels under the Guess brand and related labels. It serves customers through physical stores and e-commerce platforms. Guess? Inc is headquartered in Los Angeles, California, and its shares are listed on the NYSE.

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