DIFFERENTIAL BRANDS GROUP TO ACQUIRE PART OF GLOBAL BRANDS GROUP

Differential Brands Group Inc, a portfolio of global consumer brands comprised of Hudson, Robert Graham and SWIMS, today announced that it has entered into a definitive purchase agreement with Global Brands Group Holding Limited to acquire a significant part of GBG’s North American licensing business, which is comprised of licensed brands such as Disney, Star Wars, Calvin Klein, Under Armour, Tommy Hilfiger, BCBG, bebe, Joe’s, Buffalo David Bitton, Frye, Michael Kors, Cole Haan and Kenneth Cole, for a purchase price of $1.38 billion in cash (subject to adjustment).

It is anticipated that upon closing, Differential will have in excess of $2.3 billion in pro forma annual revenue comprised of branded men’s, women’s, and kid’s apparel, along with accessories that will be distributed to a diversified base of consumers across all retail and digital channels. The acquisition is expected to close in the third quarter of 2018.

Stated William Sweedler, Chairman of the Board of Directors of Differential Brands Group and Managing Partner of Tengram Capital Partners LP, which played a pivotal role in bringing the parties together and getting the transaction to signing: “On behalf of the board, I am thrilled that we were able to structure a transaction with the Fung family to acquire one of the leading branded consumer soft goods companies in North America with a world class management team led by Jason Rabin. Jason and his team plan to invest significant capital into this transaction, which will transform Differential into a large scale North American branded platform. We are confident this transaction will create tremendous value for our stockholders, as well as provide enhanced opportunities in North America for our brands and business partners.”

For his part, Rabin, current President of GBG North America, added: “We are thrilled to join Differential Brands Group and lead our combined platform by leveraging our expansive infrastructure, distribution and sourcing networks to drive growth, and we look forward to working with the Differential management team and Tengram to help support the company’s growth as it capitalizes on promising market opportunities. We are proud of what we have accomplished since joining Li & Fung in 2009, judiciously expanding the GBG platform and driving profitability, and thank them for their long-standing support and partnership.” Mr. Sweedler added, “Mr. Rabin has a proven track record of successfully growing numerous world class brands since inception.