Skechers to Be Acquired by 3G Capital in $6.5 Billion Merger; Going Private

Skechers U.S.A., Inc. announced on May 5, 2025, that it has entered into a definitive merger agreement with affiliates of private equity firm 3G Capital. The all-cash-and-equity deal values Skechers at approximately $6.5 billion and will result in the company going private.
Under the terms of the agreement, Skechers shareholders can elect to receive either:
• $63.00 in cash per share
or
• $57.00 in cash and one equity unit in the acquiring parent entity, Beach Acquisition Co Parent, LLC.
Only “Legacy Shares”—those held continuously since May 2, 2025—are eligible for the mixed cash-and-equity consideration, and that option is capped at 20% of the outstanding shares.
The transaction was approved by Skechers’ board based on the recommendation of a special committee of independent directors. Major shareholders including the Greenberg family and related trusts, which hold about 60% of the voting power, have already delivered written consent approving the merger. This satisfies the stockholder approval condition.
The deal includes customary regulatory and antitrust closing conditions and is expected to close by November 4, 2025, with a potential extension to February 4, 2026.
Upon closing, Skechers’ stock will be delisted from the NYSE, and the company will cease public reporting. The new parent company will not be publicly traded, and equity units issued to legacy shareholders will be subject to significant restrictions, including limited transferability, no information rights, and lock-up covenants.
In the event of a breach or failure to close by the buyer parties, Skechers may receive a $534 million termination fee. Conversely, Skechers may owe $340 million if it terminates the deal under certain conditions.
The merger provides Skechers' shareholders with immediate liquidity at a premium and transitions the footwear brand into a private entity focused on long-term growth under 3G Capital’s control.

Skechers reported record first-quarter 2025 sales of $2.41 billion, a 7.1% increase year-over-year (9.0% on a constant currency basis). This growth was supported by a 7.8% rise in wholesale sales and a 6.0% increase in direct-to-consumer sales. International markets accounted for 65% of total revenue, with regional gains of 14% in EMEA and 8% in the Americas, while APAC declined 3% overall but grew 12% when excluding China.

Gross margin declined slightly by 50 basis points to 52.0%, due to lower average selling prices. Operating expenses rose 12.1% to $989 million, driven by increased global marketing spend and higher G&A costs such as rent, labor, and depreciation. This led to an 11.3% drop in operating income to $265.1 million and a 230 basis point decline in operating margin to 11.0%. Net earnings attributable to Skechers were $202.4 million, or $1.34 per diluted share, compared to $206.6 million and $1.33 in the prior year. The current quarter included a $0.17 per share favorable FX impact.

Cash and equivalents decreased to $993 million, while inventory dropped 7.6% to $1.77 billion. The company opened 101 stores and closed 79 during the quarter, bringing its total to 5,318 globally. Despite the strong performance, Skechers withdrew its full-year 2025 guidance due to global macroeconomic uncertainty, including trade policy, inflation, and FX volatility.