Maine-based shoe firm Phoenix Footwear Group Inc on Wednesday said it has offered to acquire Antigua Enterprises Inc in exchange for 1.5 million Phoenix shares as well as the assumption of $18 million in debt.

The company said in news release it has offered 1.5 million shares for Antigua, but the deal would be preceded by a three-for-one forward split in Phoenix common shares. Antigua shareholders would then hold a 20 per cent stake in the combined firms.

For the nine months ended September 30, Antigua reported revenue of $30.7m and earnings before interest and taxes of $2.5m. For the same period, Phoenix Footwear reported revenue of $28.8m and earnings before interest and taxes $2.9m.

"The transaction will allow us to expand our brand offerings and to leverage our established platforms to build a powerful company in the fashion market," said Phoenix CEO James Riedman.

"After giving effect to anticipated synergies and based on publicly available information, we expect that the proposed transaction would be significantly accretive to earnings in the first year.

"We believe our offer is very attractive and the tax efficient nature of the proposed transaction together with the compelling post-merger economics should benefit the shareholders of both Phoenix Footwear and Antigua.

"We have made our offer directly to Antigua's Board of Directors and asked the directors to seriously consider our offer and to act in the best interest of Antigua's shareholders in their deliberations."