Simpson Thacher Represents Initial Purchasers in US $600 Million Securitized Fixed Rate Senior Secured Notes Offering by Subsidiaries of Iconix Brand Group, Inc.

The Firm represented the initial purchasers, led by Barclays Capital Inc., in connection with a US $600 million offering of 4.229% Fixed Rate Senior Secured Notes by subsidiaries of Iconix Brand Group, Inc. The offering was made to qualified institutional buyers in reliance on Rule 144A and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act. The net proceeds from the offering were used to repay amounts outstanding under Iconix’s existing revolving credit facility and costs associated with the securitized financing transaction as well as to finance a portion of Iconix’s purchase of the Umbro brand and general corporate purposes.

The offering was the largest-ever brand licensing “whole-business” securitization completed in the United States.

Iconix 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), MOSSIMO (R), LONDON FOG (R), OCEAN PACIFIC (R), DANSKIN (R), ROCAWEAR (R), CANNON (R), ROYAL VELVET (R), FIELDCREST (R), CHARISMA (R), STARTER (R), WAVERLY (R), ZOO YORK (R), ED HARDY (R) and SHARPER IMAGE (R). In addition, Iconix owns interests in the ARTFUL DODGER (R), ECKO (R), MARC ECKO (R), MATERIAL GIRL (R), PEANUTS (R) and TRUTH OR DARE (R) brands. 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 worldwide. Through its in-house business development, merchandising, advertising and public relations departments, Iconix manages its brands to drive greater consumer awareness and equity.

The Simpson Thacher team for the transaction included, among others, Laura Palma, Michael Nathan, Roxane Reardon, Dora Jimenez, Frank Kwok and Taissa Licatti (Capital Markets); Mindy Lok and Samantha Himelman (Intellectual Property); Eli Isak, Jasmine Kaufman and Tony Y. Rim (Credit); Jonathan Pall (Collateral); Jonathan Cantor and Chang Won Choi (Tax); Andrea Wahlquist and Jennifer Pepin (Executive Compensation and Employee Benefits); and Jennie Getsin (Blue Sky).

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