Footwear company Skechers U.S.A., Inc. (SKX) entered a merger agreement on May 5, 2025, to be taken private by investment firm 3G Capital in a $10.63 billion deal.
Under the terms of the agreement, Skechers shareholders can elect to receive either $63 per share in cash or $57 per share in cash and one unlisted, non-transferable equity unit (LLC unit) in a newly-formed, privately held company that, following the closing of the transaction, will be the parent company of Skechers.
The cash consideration of $63 per share represents a premium of 27.61% from the stock’s last close.
Both options will be available on the same terms to all shares of Skechers stock, whether Class A or Class B.
Shares of Skechers that are sold between the close of trading on May 2, 2025, and the closing of the transaction will not be eligible to receive the Mixed Election Consideration. The availability of the Mixed Election Consideration is limited to 20% of the total outstanding shares of Skechers’ common stock. If elections for the Mixed Election Consideration exceed this threshold, those elections will be subject to proration. Additionally, any shares for which no election is made will automatically be converted into the Cash Election Consideration.
Skechers is a global footwear and apparel company that designs, develops, and markets lifestyle and performance products for men, women, and children. Headquartered in Manhattan Beach, California, it operates in over 180 countries through retail stores, e-commerce, and international distribution partners.
3G Capital is a global investment firm and private partnership founded in 2004 by Brazilian billionaire financier Jorge Paulo Lemann, Marcel Herrmann Telles, and Carlos Alberto Sicupira. Known for its long-term, owner-operator approach, 3G Capital has made significant investments in major consumer brands, including Anheuser-Busch InBev, Burger King, Kraft Heinz, and Restaurant Brands International. The firm is headquartered in New York and Rio de Janeiro and is led by Co-Managing Partners Alex Behring and Daniel Schwartz.
Skechers will continue to be led by Chairman and CEO Robert Greenberg, President Michael Greenberg, and the existing management team. The company will remain headquartered in its hometown of Manhattan Beach, California.
3G Capital is expected to hold about 80% of New LLC’s outstanding units.
Skechers also signed a support agreement with CEO Greenberg and other members of the Greenberg family. Under this agreement, each supporting stockholder has agreed to choose the Mixed Election Consideration as part of the transaction.
Skechers stockholders representing about 60% of the combined voting power of the company’s outstanding common stock have approved the transaction through written consent. As a result, no additional approval from other Skechers stockholders is required to complete the transaction.
The deal, expected to close in the third quarter of 2025, will be financed through a combination of cash from 3G Capital and committed debt financing provided by JPMorgan.
Skechers was advised by Greenhill on financial matters and by Latham & Watkins on legal matters. 3G Capital received financial advice from J.P. Morgan Securities and legal counsel from Paul, Weiss, Rifkind, Wharton & Garrison and Kirkland & Ellis.
3G Capital is paying 9.91 times EBITDA for Skechers.
For a detailed analysis of this merger and acquisition transaction, visit the Deal Metrics page here:
Deal Metrics for the acquisition of Skechers U.S.A., Inc. (SKX) by 3G Capital
The Deal Metrics page provides a comprehensive overview of each merger or acquisition, including:
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Editor’s Note: Baranjot Kaur contributed to this article