A very good thing for Martha Stewart!

June 24, 2015

By now, you’ve undoubtedly read about Sequential Brands’ offer to buy Martha Stewart Omnimedia. Rumors that a deal was in the works sent Martha Stewart stock up above $7 a share last week for the first time 2010. But when the $353 million deal was announced on Monday at $6.15 a share, the stock began falling and the lawsuits and investigations started picking up (see here and here, for example).

But Martha Stewart Omnimedia’s largest shareholder — that would be Martha Stewart, who according to this NY Post article stands to make $167 million on the deal based on her stock holdings — seems to have made out fine, judging by filings made by both Sequential and Martha Stewart Omnimedia over the past 24 hours.

Late yesterday (the time stamp was 5:31 pm), buried in all the merger-related disclosures, Sequential filed its newly inked employment agreement with Stewart. Under the agreement, Stewart, whose title will be Founder and Chief Creative Officer, will be paid a base salary of $500K a year, get an unspecified annual bonus, receive another $1.3 million “guaranteed payment” for who knows what (seriously, the agreement is not specific here), and receive 10% of gross licensing revenues that exceed $46 million annually.

There’s also six weeks of guaranteed vacation, up to $100K in annual expenses. Just to be clear, the $100K in expenses does not include “first class travel, hotel accommodations, and hair and make-up services” for promotional activities (one of the few times hair and makeup expenses are included in an SEC filing). There’s also protection for an unspecified number of employees, which Sequential “shall not terminate…any of the employees (or replacements of such employees) listed on Exhibit A.” It’s unclear how many employees are covered by this section of the agreement because Exhibit A is missing from the filing. Presumably, these are folks like Stewart’s driver and personal assistant(s), but there could be more.

Earlier today, MSO filed its own 8-K with the same employment agreement that Sequential filed yesterday. But also attached to the filing was this “Intangible Licensing Agreement” that spells out another $1.7 million that Martha Stewart stands to collect each year.

Add all the payments up and it works out $3.6 million a year at a bare minimum, which seems like a pretty good thing for Martha.

Leave a Reply

You must be logged in to post a comment.