- Transaction creates Centric Brands Inc.
(NASDAQ: CTRC), a new lifestyle brands collective with anticipated
pro forma annual revenue in excess of $2.3 billion
- Jason Rabin to join Centric Brands as
Chief Executive Officer, William Sweedler to serve as Chairman of
the Board of Directors
Differential Brands Group Inc. (the “Company”) (NASDAQ:DFBG), a
portfolio of global consumer brands comprised of Hudson, Robert
Graham and SWIMS, today announced it successfully completed the
acquisition (the “Transaction”) of a significant portion of Global
Brands Group Holding Limited’s (Hong Kong listed: SEHK Stock Code:
787) (“GBG”) North American licensing business (the “Acquired
Business”).
Design driven and product focused, the Acquired Business is
anchored in category expertise spanning kids’ wear and women’s and
men’s accessories and apparel. GBG licenses brands such as Calvin
Klein, Under Armour, Tommy Hilfiger, BCBG, Joe’s, Buffalo David
Bitton, Frye, Michael Kors, Kate Spade, All Saints and Cole Haan,
and entertainment properties including Disney, Marvel and
Nickelodeon, among others. The Transaction purchase price was USD
$1.2 billion.
Concurrent with the closing of the Transaction, Differential
Brands Group has changed its name to Centric Brands Inc. (“Centric
Brands”), reflecting its position as a leading lifestyle brands
collective platform. Centric Brands will be listed publicly on the
NASDAQ under the ticker symbol CTRC, which is expected to be
effective on or around November 1, 2018. Until that date, Centric
Brands will continue to trade under the former symbol, DFBG. Jason
Rabin, former President of GBG North America, will lead Centric
Brands as Chief Executive Officer. William Sweedler, Managing
Partner of Tengram Capital Partners LP (“Tengram”), which played a
pivotal role in the Transaction, will continue to serve as Chairman
of the Board of Directors (the “Board”).
Mr. Sweedler stated, “With the closing of the acquisition and
structuring of the new Centric Brands platform, we have brought
together best-in-class operating capabilities with a strong
portfolio of brands across areas of core expertise including kids’
wear, women’s and men’s accessories and apparel. Centric Brands
looks forward to building its relationship with Li & Fung and
its global sourcing networks.” Mr. Sweedler continued, “As a proven
leader with nearly 25 years of industry experience, Jason will be
able to seize the opportunities that lie ahead for Centric Brands
in an impactful way that drives growth and creates long-term
shareholder value.”
The Centric Brands Board will be comprised of independent
directors as well as Jason Rabin and appointees designated by
Tengram and GSO Capital Partners LP (“GSO Capital Partners”). Rob
Petrini, Senior Managing Director of GSO Capital Partners, who also
played a key role in the Transaction stated, “We are thrilled with
the closing of this transformative deal and look forward to working
with Jason and the Centric Brands management team, along with
Tengram, to help support the Company’s growth for years to
come.”
As a result of the Transaction, it is anticipated that Centric
Brands will generate more than $2.3 billion in pro forma annual
revenue with branded product distribution to a diversified base of
consumers across all retail and digital channels. The new Centric
Brands platform will allow the Company to seamlessly add new
licenses and company-owned brands to its portfolio, leveraging its
expertise and capabilities to design, produce, manage and market a
broad array of products. The company will be headquartered in New
York City with offices in Greensboro, Los Angeles, and
Montreal.
Mr. Rabin stated, “I’m excited to have the opportunity to lead
Centric Brands as we solidify our position in the market as a world
class lifestyle brands collective. With the unmatched sourcing
network of Li & Fung, industry expertise and a large-scale
platform, we have the ability to expand organically through brand,
category and channel growth, as well as the potential to add brands
to our portfolio through new licenses and acquisitions across
strategic verticals. I look forward to creating a culture of
success at Centric Brands and to continuing to work with the Board
to capitalize on the market opportunities ahead.”
The purchase price for the Transaction was paid in cash. Fully
committed debt financing for the Transaction was provided by
affiliates of and/or funds managed by Ares Capital Management LLC,
HPS Investment Partners, LLC, GSO Capital Partners LP and
Blackstone Tactical Opportunities.
Upon the closing of the Transaction, Tengram and its affiliates
converted all of its holdings of the Company’s Series A and Series
A-1 Convertible Preferred Stock into the Company’s common
stock.
Dechert LLP acted as lead counsel to the Company and Richards,
Layton and Finger acted as Delaware counsel to the Company.
Freshfields Bruckhaus Deringer LLP acted as lead counsel to GBG and
Reed Smith LLP also advised GBG on the Transaction. Goldman Sachs
(Asia) L.L.C. acted as financial advisor to GBG on the
Transaction.
About Centric Brands:
Centric Brands (NASDAQ: CTRC) is a leading lifestyle brands
collective, bringing together creative minds from the worlds of
fashion and commerce, sourcing, technology, marketing and digital.
We design, produce, manage and build kids’ wear and women’s and
men’s accessories and apparel and distribute our products across
all retail and digital channels in North America and in
international markets. We also license over 100 brands across
our core product categories including kids’, women’s and men’s
accessories and apparel. Our company-owned brands are Hudson®, a
designer and marketer of women's and men's premium, branded denim
and apparel, Robert Graham®, a sophisticated, eclectic apparel and
accessories brand seeking to inspire a global movement, and SWIMS®,
a Scandinavian lifestyle brand best known for its range of
fashion-forward, water-friendly footwear, apparel and accessories.
We employ approximately 4,000 employees in offices in New York
City, Greensboro, Los Angeles and Montreal, and in stores
throughout North America. For more information, please visit
Centric Brands’ website: www.centricbrands.com.
Forward-Looking Statements
This release contains forward-looking statements within the
meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, as amended, Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The matters discussed
in this news release involve estimates, projections, goals,
forecasts, assumptions, risks and uncertainties that could cause
actual results or outcomes to differ materially from those
expressed in the forward-looking statements. All statements in this
news release that are not purely historical facts are
forward-looking statements, including statements containing the
words “may,” “will,” “expect,” “anticipate,” “intend,” “estimate,”
“continue,” “believe,” “plan,” “project,” “will be,” “will
continue,” “will likely result” or similar expressions. Any
forward-looking statement inherently involves risks and
uncertainties that could cause actual results to differ materially
from the forward-looking statements. Factors that would cause or
contribute to such differences include, but are not limited to: the
impact of the transaction on the Company’s stock price; the
anticipated benefits of the transaction on its financial results,
business performance and product offerings, the Company’s ability
to successfully integrate GBG’s business and realize cost savings
and any other synergies; the risk that the credit ratings of the
combined company or its subsidiaries may be different from what the
Company expects; the risk of intense competition in the denim and
premium lifestyle apparel industries; the risk that the Company’s
substantial indebtedness could adversely affect the Company’s
financial performance and impact the Company’s ability to service
its indebtedness; the risks associated with the Company’s foreign
sourcing of its products, including in light of potential changes
in international trade relations and tariffs brought on by the
current U.S. presidential administration; risks associated with the
Company’s third-party distribution system; continued acceptance of
our product, product demand, competition, capital adequacy, general
economic conditions and the potential inability to raise additional
capital if required; the risk that the Company will be unsuccessful
in gauging fashion trends and changing customer preferences; the
risk that changes in general economic conditions, consumer
confidence, or consumer spending patterns, including consumer
demand for denim and premium lifestyle apparel, will have a
negative impact on the Company’s financial performance or
strategies and the Company’s ability to generate cash flows from
its operations to service its indebtedness; the highly competitive
nature of the Company’s business in the United States and
internationally and its dependence on consumer spending patterns,
which are influenced by numerous other factors; the Company’s
ability to respond to the business environment and fashion trends;
continued acceptance of the Company’s brands in the marketplace;
risks related to the Company’s reliance on a small number of large
customers; risks related to the Company’s ability to implement
successfully any growth or strategic plans; risks related to the
Company’s ability to manage the Company’s inventory effectively;
the risk of cyber-attacks and other system risks; risks related to
the Company’s ability to continue to have access on favorable terms
to sufficient sources of liquidity necessary to fund ongoing cash
requirements of the Company’s operations or new acquisitions; risks
related to the Company’s ability to continue to have access on
favorable terms to sufficient sources of liquidity necessary to
fund ongoing cash requirements of its operations or new
acquisitions; risks related to the Company’s pledge of all its
tangible and intangible assets as collateral under its financing
agreements; risks related to the Company’s ability to generate
positive cash flow from operations; risks related to a possible
oversupply of denim in the marketplace; and other risks. The
Company discusses certain of these factors more fully in its
additional filings with the SEC, including its annual report on
Form 10-K for the fiscal year ended December 31, 2017 and
subsequent quarterly reports on Form 10-Q filed with the SEC, and
this release should be read in conjunction with those reports,
together with all of the Company’s other filings, including current
reports on Form 8-K, through the date of this release. The Company
urges you to consider all of these risks, uncertainties and other
factors carefully in evaluating the forward-looking statements
contained in this release.
Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof.
Since the Company operates in a rapidly changing environment, new
risk factors can arise and it is not possible for the Company’s
management to predict all such risk factors, nor can the Company’s
management assess the impact of all such risk factors on the
Company’s business or the extent to which any factor, or
combination of factors, may cause actual results to differ
materially from those contained in any forward-looking statements.
The Company’s future results, performance or achievements could
differ materially from those expressed or implied in these
forward-looking statements. The Company does not undertake any
obligation to publicly revise these forward-looking statements to
reflect events or circumstances occurring after the date hereof or
to reflect the occurrence of unanticipated events, except as may be
required by law.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20181030005391/en/
Investor RelationsICR - Tom Filandro/Caitlin
Morahan203-682-8200CentricBrandsIR@icrinc.comorMedia RelationsICR -
Jessica Liddell/Brittany Fraser203-682-8200CentricBrandsPR@icrinc.com
Differential Brands Group Inc. (NASDAQ:DFBG)
Historical Stock Chart
From Oct 2024 to Nov 2024
Differential Brands Group Inc. (NASDAQ:DFBG)
Historical Stock Chart
From Nov 2023 to Nov 2024
