Galaxy Universal LLC entered into an asset purchase agreement to acquire And1, Avia, Gaiam, SPRI and Swisstech brands of Sequential Brands Group, Inc. (OTCPK:SQBG.Q) for approximately $330 million on August 31, 2021. At the closing, buyer shall pay cash consideration, equity consideration, debt consideration, escrow amount to the escrow agent and shall assume certain liabilities. The consideration of $333 million is subject to certain adjustments. The deal includes all equity interests in Gaiam Pty Limited owned by Gaiam Americas, Inc. Buyer shall have the option to remove all assets and liabilities primarily related to Swisstech from the transferred assets and assumed liabilities. In the event a Swisstech removal notice is delivered to buyer, the estimated debt consideration and final debt consideration shall be reduced by $4.05 million. Under certain circumstances, buyer is required to pay to seller termination fee of $16.65 million, whereas, under other circumstances, seller will pay to buyer, termination fee of $12.987 million.

As of October 29, 2021, Galaxy Universal LLC agreed to acquire And1, Avia, Gaiam and SPRI brands of Sequential Brands Group, Inc. for approximately $330 million. KKR led the debt financing for the acquisition and will participate as a co-investor. KKR is making its investment in Galaxy through certain private credit managed accounts. The transaction is subject to the waiting period (and any extension thereof) applicable to the consummation of the transactions under the HSR Act shall have expired or been earlier terminated. The deal is also subject to the satisfaction or waiver of customary closing conditions, including court approval and is expected to close by mid-November 2021. Houlihan Lokey Inc provides financial advisory to Galaxy Universal LLC. Willkie Farr & Gallagher LLP provides legal advisory to Galaxy Universal LLC. Michael Kollender, Derek Herbert, James Doak, Kelly Knorr and Yoon Song of Miller Buckfire & Co., LLC provides financial advisory to Sequential Brands. Joshua Brody and Barbara L. Becker of Gibson, Dunn & Crutcher LLP acted as a legal advisor to Sequential Brands. Credit Suisse Securities (USA) LLC acted as exclusive placement agent to Gainline Capital Partners. Province acted as financial advisor and King & Spalding LLP acted as legal advisor to KKR.

Galaxy Universal LLC completed the acquisition of And1, Avia, Gaiam, SPRI and Swisstech brands of Sequential Brands Group, Inc. (OTCPK:SQBG.Q) on November 12, 2021.