--- schema_version: "secwatch.filing_event.v1" accession: "0000950142-25-002428" form_type: "8-K" ticker: null cik: "0002066659" company_name: "Beach Acquisition Co Parent, LLC" filed_at: "2025-09-12T23:59:59+00:00" generated_at: "2026-05-17T06:47:40.601528+00:00" event_type: "m_and_a" sentiment: "positive" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # 3G Capital closes $63/57+unit acquisition of Skechers; SKX delisted from NYSE ## Summary - Skechers shareholders received $63 cash per share or $57 cash plus one Parent Unit. - Acquisition financed with $3.005B term loans, $1.6B revolver, €1B 5.25% senior secured notes due 2032, and $2.2B 10%/10.75% PIK notes due 2033. - Skechers stock ceases trading on NYSE (SKX) as of September 12, 2025. - Robert Greenberg remains CEO; Michael Greenberg as President; new board includes Alexandre Behring and Daniel S. Schwartz. - Legacy holders receive Parent Units with transfer restrictions, tag-along/drag-along rights, and ability to request IPO or sale after five years. ## SEC filing metadata - accession: 0000950142-25-002428 - form_type: 8-K - cik: 0002066659 - company_name: Beach Acquisition Co Parent, LLC - filed_at: 2025-09-12T23:59:59+00:00 - event_type: m_and_a - sentiment: positive - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.01, 2.01, 9.01, 2.03, 5.02, 5.03, 8.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/2066659/000095014225002428/0000950142-25-002428-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2066659/000095014225002428/eh250676432_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000950142-25-002428 - JSON: https://secwatch.observer/filing/0000950142-25-002428.json - Plain text: https://secwatch.observer/filing/0000950142-25-002428.txt ## Key facts - Debt Financings Beach Acquisition Co Parent, LLC incurred revolving credit of $1,600.0 million first lien cash flow revolving facility with JPMorgan Chase Bank, N.A.. - Instrument: revolving credit - Principal: $1,600.0 million first lien cash flow revolving facility - Counterparty: JPMorgan Chase Bank, N.A. - Event: incurrence source text: $1,600.0 million first lien cash flow revolving facility (the “Revolving Credit Facility” evidence_url: https://www.sec.gov/Archives/edgar/data/2066659/000095014225002428/0000950142-25-002428-index.htm - Debt Financings Beach Acquisition Co Parent, LLC incurred credit facility of $1,555.0 million USD first lien term loan facility and €1,250.0 million Euro first lien term loan facility, for an aggre with JPMorgan Chase Bank, N.A.. - Instrument: credit facility - Principal: $1,555.0 million USD first lien term loan facility and €1,250.0 million Euro first lien term loan facility, for an aggre - Counterparty: JPMorgan Chase Bank, N.A. - Event: incurrence source text: $1,555.0 million USD first lien term loan facility and €1,250.0 million Euro first lien term loan facility, for an aggregate USD equivalent of $3,005.0 million (together, the “Term Loan Facility”) evidence_url: https://www.sec.gov/Archives/edgar/data/2066659/000095014225002428/0000950142-25-002428-index.htm - Debt Financings Beach Acquisition Co Parent, LLC incurred senior notes of $2.2 billion in aggregate principal amount of 10.000% / 10.750% Senior PIK Toggle Notes due 2033 with JPMorgan Chase Bank, N.A. at 10.000% / 10.750% maturing due 2033. - Instrument: senior notes - Principal: $2.2 billion in aggregate principal amount of 10.000% / 10.750% Senior PIK Toggle Notes due 2033 - Counterparty: JPMorgan Chase Bank, N.A. - Rate: 10.000% / 10.750% - Maturity: due 2033 - Event: incurrence source text: $2.2 billion in aggregate principal amount of 10.000% / 10.750% Senior PIK Toggle Notes due 2033 (the “Senior PIK Notes” evidence_url: https://www.sec.gov/Archives/edgar/data/2066659/000095014225002428/0000950142-25-002428-index.htm - Debt Financings Beach Acquisition Co Parent, LLC incurred senior notes of €1.0 billion in aggregate principal amount of 5.250% Senior Secured Notes due 2032 with JPMorgan Chase Bank, N.A. at 5.250% maturing due 2032. - Instrument: senior notes - Principal: €1.0 billion in aggregate principal amount of 5.250% Senior Secured Notes due 2032 - Counterparty: JPMorgan Chase Bank, N.A. - Rate: 5.250% - Maturity: due 2032 - Event: incurrence source text: €1.0 billion in aggregate principal amount of 5.250% Senior Secured Notes due 2032 (the “Senior Secured Notes”) evidence_url: https://www.sec.gov/Archives/edgar/data/2066659/000095014225002428/0000950142-25-002428-index.htm - Governance Changes Beach Acquisition Co Parent, LLC: Amended and restated limited liability company agreement effective as of closing to provide for new equity rights and restrictions for Parent Units and Legacy Holders. - Change: charter amendment source text: As of the closing, the Company amended and restated its limited liability company agreement, which is filed as Exhibit 10.1 hereto and incorporated by reference herein, to provide for, among other things, the issuance of the Parent Units to the holders of Skechers Common Stock that validly elected to receive the Mixed Election Consideration (subject to proration as set forth in the Merger Agreement) (collectively, the “Legacy Holders”), and 3G Fund VI, L.P., a Cayman Islands exempted limited partnership (“Fund VI”). evidence_url: https://www.sec.gov/Archives/edgar/data/2066659/000095014225002428/0000950142-25-002428-index.htm - M&A Transactions Beach Acquisition Co Parent, LLC completed an acquisition involving Skechers U.S.A., Inc. (closed 2025-09-12). - Action: acquisition - Counterparty: Skechers U.S.A., Inc. - Closing: 2025-09-12 source text: On September 12, 2025, the registrant, Beach Acquisition Co Parent, LLC, a Delaware limited liability company (the “Company,” “we,” “us,” or “our”), acquired Skechers U.S.A., Inc., a Delaware corporation (“Skechers”), pursuant to that certain Agreement and Plan of Merger, dated as of May 4, 2025 evidence_url: https://www.sec.gov/Archives/edgar/data/2066659/000095014225002428/0000950142-25-002428-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.