UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

    

FORM 8-K

    

CURRENT REPORT Pursuant

to Section 13 or 15(d) of the

Securities Exchange Act of 1934

     

Date of report (Date of earliest event reported):  June 27, 2018

   

Differential Brands Group Inc.

(Exact Name of Registrant as Specified in Its Charter)

   

Delaware

(State or Other Jurisdiction of Incorporation)

   
0-18926 11-2928178
(Commission File Number) (IRS Employer Identification No.)
   
1231 South Gerhart Avenue, Commerce, California 90022
(Address of Principal Executive Offices) (Zip Code)

   

(323) 890-1800

(Registrant’s Telephone Number, Including Area Code)

   

N/A

(Former Name or Former Address, if Changed Since Last Report)

   

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

   

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

   

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

   

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

   

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging Growth Company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

 

 

 

 

 

  

Item 8.01.Other Information.

 

On June 27, 2018, Differential Brands Group Inc. issued a press release announcing that it has entered into a definitive purchase agreement with Global Brands Group Holding Limited, a Hong Kong listed company (“GBG”), to acquire a significant part of GBG’s North American licensing business.

 

A copy of the press release is filed herewith as Exhibit 99.1 and incorporated herein by reference.

   
Item 9.01 Financial Statements and Exhibits.
   
(d) Exhibits.
   
99.1 Press release, dated June 27, 2018.

 

 

 

 

SIGNATURES 

   

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

     

       
  DIFFERENTIAL BRANDS GROUP INC.  
     
Date:  June 27, 2018 By: /s/ Bob Ross  
    Name: Bob Ross  
    Title: Chief Financial Officer