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TEXT-S&P revises Iconix outlook to stable from positive
November 2, 2012 / 9:45 PM / in 5 years

TEXT-S&P revises Iconix outlook to stable from positive

     -- New York City-based consumer products company Iconix Brand Group 
announced a proposed $600 million securitization program that could be further 
upsized to $1.1 billion. 
     -- We forecast pro forma credit ratios to weaken, and believe the 
company's incremental debt capacity points to a continued aggressive financial 
policy, particularly with respect to future potential debt-financed 
acquisitions and share repurchases. 
     -- We are revising our 'B+' rating outlook on the company to stable from 
positive, since we now do not believe the company will reach the credit ratios 
previously specified for an upgrade.
     -- The stable outlook reflects our expectation for overall profit 
stability and for credit metrics to remain near estimated pro forma levels, 
including leverage in the mid-3x area. 

Rating Action
On Nov. 2, 2012, Standard & Poor's Ratings Services revised Iconix Brand Group 
Inc.'s rating outlook to stable from positive. The company's 'B+'
credit rating remains unchanged. We estimate that total debt outstanding as of 
Sept. 30, 2012 was about $470 million. 

The outlook revision to stable from positive reflects Standard & Poor's 
Ratings Services' view that Iconix will not reach the credit ratios previously 
specified for an upgrade, which included maintaining leverage at or below 
2.5x. In addition, we continue to view the company's financial risk profile as 
"aggressive," particularly with respect to future potential debt-financed 
acquisitions and share repurchases. We estimate that credit ratios will 
deteriorate meaningfully due to the $600 million proposed debt financing, 
including leverage rising to the mid-3x area and funds from operations (FFO) 
to total debt in the low 20% area. If Iconix successfully issues its proposed 
$600 million securitization debt, we estimate pro forma debt will total around 
$925 million. We believe the company may add more debt in the future 
considering its ability to upsize the securitization financing to $1.1 
billion, based on the initially securitized assets.

Iconix' highly acquisitive nature causes its credit metrics to be somewhat 
volatile. Although estimated pro forma credit ratios are stronger than levels 
typical of an "aggressive" financial risk profile, which include leverage 
between 4x and 5x, we think there is good probability that the company could 
issue more debt, resulting in credit ratio deterioration.

The company's continuing participation in the highly competitive, 
unpredictable fashion apparel industry and its licensing contract renewal risk 
contribute to what we continue to view as a "weak" business risk profile. The 
company benefits from a predictable royalty income-based business model and 
high margins.

Our assumptions for Iconix over the next 12 to 18 months include:
     -- Low-single-digit organic sales growth. 
     -- A market-based purchase price multiple applied to the Umbro 
acquisition, resulting in a moderate increase in EBITDA.
     -- The company uses $600 million of new securitization debt for general 
corporate purposes, including funding the Umbro acquisition and repaying debt 
under the existing revolving credit facility and asset backed notes.
     -- The adjusted EBITDA margin will remain near current levels.

We forecast leverage to remain well above 3x, compared to about 2.3x before 
the transactions, and EBITDA interest coverage to weaken to below 4x, compared 
to 4.5x before the transactions. However, a future leveraging event is a risk 

Overall, the vast majority of the company's portfolio continues to enjoy 
strong brand recognition. Iconix' portfolio includes certain brands that 
required revitalization, and the company has enlarged these brands, including 
Bongo, London Fog, and Rampage. The portfolio has several already popular 
brands, such as Mossimo, Candie's, and Mudd, some of which were successfully 
rejuvenated recently. The royalty-based business model is predicated on 
providing brand management and trend direction for the licensees, which 
generate a predictable stream of royalty income. This model generates very 
significant margins, as the licensee is responsible for design, manufacturing, 
logistics, and working-capital management. However, there remains licensing 
contract renewal risk, as most of the licensing contracts are between three 
and five years, and contain an option to renew upon expiration.

We believe liquidity is "adequate," with sources of cash that are likely to 
exceed uses for the next year. Our view of the company's liquidity profile 
incorporates the following expectations and assumptions:
     -- We expect sources of liquidity to exceed uses by more than 1.2x for 
the next 12 months.
     -- We estimate that pro forma cash levels after the proposed $600 million 
securitization, debt repayment, and Umbro acquisition will increase 
significantly, potentially to as high as $250 million, though this cash could 
be used for additional acquisitions or share repurchases.
     -- We believe net sources would be positive, even with a 15% drop in 
     -- The company appears to have good relationships with its banks, based 
on its track record.

The outlook is stable. We currently expect overall profit stability and 
anticipate that the company's credit metrics will remain near estimated pro 
forma levels, including leverage in the mid-3x area. 

We could lower the rating if the company cannot generate the expected levels 
of royalty income, resulting in its financial condition deteriorating, or if 
the company adds significant amounts of incremental debt such that credit 
ratios weaken to levels consistent with a "highly leveraged" financial risk 
profile, including leverage above 5x. We believe that a drawdown of the 
remaining $500 million securitization capacity without significant acquired 
EBITDA would lead to a rating downgrade. While unlikely over the near term, 
considering Iconix' recent debt-financed transaction and the potential to add 
more debt, we could upgrade the company if we believe Iconix will sustain 
leverage at 2.5x over the next year. We estimate that this could occur if the 
company directs all free cash flow toward reducing debt by around $300 

Related Criteria And Research
     -- Business Risk/Financial Risk Matrix Expanded, Sept. 18, 2012 
     -- Liquidity Descriptors For Global Corporate Issuers, Sept. 28, 2011 
     -- Key Credit Factors: Criteria For Rating The Global Branded Nondurable 
Consumer Products Industry, April 28, 2011 
     -- 2008 Corporate Criteria: Analytical Methodology, April 15, 2008 
     -- Standard & Poor's Encyclopedia Of Analytical Adjustments For Corporate 
Entities, July 9, 2007

Ratings List

Rating Affirmed; Outlook Action
                             To              From
Iconix Brand Group Inc.
 Corporate Credit Rating     B+/Stable/--    B+/Positive/--

Complete ratings information is available to subscribers of RatingsDirect on 
the Global Credit Portal at All ratings affected 
by this rating action can be found on Standard & Poor's public Web site at Use the Ratings search box located in the left 

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