SMCP Moves Forward with 51.2% Equity Sale Amidst Creditor Negotiations

Smcp opens to divestment. The French fashion group has launched the sale of up to 51.2% of its capital, a process that the group considers decisive to stabilize its shareholding structure after several years of litigation between its creditors and its former Chinese shareholder. The operation, which will take place over several months, has been entrusted to Lazard Frères, the company said Thursday.

The start of the sale process comes after the court ordered in August 2025 the restitution to a Luxembourg holding company of 15.5% of the capital that had been irregularly transferred to a trust domiciled in the British Virgin Islands. This return was confirmed by the liquidator of European Topsoho (ETS), together with the administrators in charge of the case.

The shareholding dispute dates back to the group’s IPO in 2017, when its majority shareholder was Chinese conglomerate Shandong Ruyi through ETS, a Luxembourg-registered vehicle. The company declared suspension of payments in 2021 and lost control of most of the capital, which passed into the hands of the creditors gathered under the Glas entity.

Years earlier, ETS had sold about 16% of the capital to Chenran Qiu, daughter of the founder of Shandong Ruyi, through a trust called Dynamic Treasure Group (DTG). Considering that this transaction was irregular, Glas launched an international litigation in Europe and Asia to recover the package. In August 2025, the courts ordered the restitution of 15.5% to ETS and, on November 21st, the Luxembourg district court authorized its sale.

Smcp puts more than half of its capital on sale

The block for sale includes three parts: the 15.5% reinstated this summer, the 28% controlled by Glas and the 8% held by ETS. In total, 51.2% of the capital and 50.7% of the voting rights. Its buyer will then exercise effective control over the accessible luxury group, which operates the Sandro, Maje, Claudie Pierlot and Fursac brands.

The remaining capital is structured as 40.4% listed free float, which stood at 5.95 euros at market close on November 27, 7.7% in the hands of founders and employees, and 0.6% treasury stock. The conglomerate’s market capitalization stood at €450 million.

In a statement, Smcp said it welcomed the process “favorably”, which would allow it to leave behind the long-standing shareholder conflict and focus on its development plan. If the transaction exceeds 30% of the capital, the buyer will have to launch a public offer (tender offer) for 100% of the shares, in accordance with current regulations. For the time being, there is no guarantee that the transaction will be completed.

In 2024, the group, led by Isabelle Guichot, recorded a turnover of €1.212 billion with a presence in 49 countries. In the first nine months of 2025, the company raised its sales 2.8% to €896 million, supported by higher profitability, more weight of the full price and a significant reduction in its indebtedness. The business is now 88% driven by Sandro and Maje, while 65% of activity is generated outside France.