Superdry plc announced that it has signed an IP joint venture agreement with Reliance Brands Holding UK Ltd (RBUK), and agreements for the sale of Superdry’s intellectual property assets, including the SUPERDRY brand and related trademarks (together, the South Asian IP) in India, Sri Lanka, and Bangladesh to the joint venture vehicle.
RBUK and Superdry will own 76 per cent and 24 per cent of the joint venture vehicle respectively.
RBUK is held by Reliance Retail Ventures Limited (RRVL) through its subsidiary Reliance Brands Limited (RBL), Superdry’s exclusive franchise partner in India since 2012.
The consideration for the sale of the South Asian IP is £40.0 million, which is estimated to result in Superdry receiving gross cash proceeds of £30.4 million (approx. £28.3 million net of fees and taxes).
Following the Transaction, RBL will continue to oversee brand operations in the Territories, continuing to build upon their great working partnership with Superdry.
RBL is the premium retail arm of RRVL. RRVL, operates over 18,000 stores across India over 50 different luxury fashion brands with a presence in 7,000 towns and a total shopping area of more than 65 million square feet.
Since partnering with RBL in 2012, the Superdry brand has expanded rapidly in India. Considering the backdrop of a growing Indian economy, a growing population of affluent shoppers, and ever-increasing apparel consumption rates, the Superdry brand in the market has attractive potential. As the leading fashion retail operator in India, RBUK is best placed, through a majority IP ownership stake, to maximise the opportunity.
The Transaction constitutes the permanent transfer of all Superdry’s brand IP assets in the Territories to a new JV entity. Superdry will invest £9.6 million in the joint venture entity, which shall be set off against the £40.0 million consideration receivable by Superdry.
The agreements include provisions to support long-term collaboration between the parties, including terms relating to the use of new designs. They include covenants that are customary in IP ‘co-existence’ arrangements, as well as customary provisions relating to maintenance and enforcement of IP rights.
In addition, the agreements grant Superdry a perpetual, irrevocable, and sub-licensable licence to enable it to continue manufacturing (or engaging third parties to manufacture) goods in the Territories. Reliance will continue to be supplied finished goods by Superdry, sold at standardised commercial terms.
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