Guess? Potential Buyout Hit With Preemptive Legal Challenge

A pension fund sued Guess? Inc. co-founders Paul and Maurice Marciano on Thursday, challenging proposed changes to the apparel company’s charter that would allegedly let them take it private on unfair terms.

The Marcianos and the board are misleading shareholders about the proposal to rewrite provisions in the corporate certificate that prohibit the brothers from standing on both sides of any buyout, according to the proposed class action. The move comes amid takeover rumors and “extreme criticism” from the Guess? investor base, including an activism campaign by hedge fund Legion Partners Asset Management LLC and earlier litigation over sexual assault ...