Differential Brands Group Inc. (NASDAQ:DFBG) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01Entry into a Material Definitive Agreement.

Effective January 18, 2017, Differential Brands Group Inc., a
Delaware corporation (the Company), and Tengram Capital Partners
Fund II, L.P., an affiliate of the Company (Tengram), amended the
maturity date of the 3.75% convertible promissory note (the
Convertible Note), principal amount $13.0 million, originally
issued on July 18, 2016 to Tengram. to the amendment, the
maturity date of the Convertible Note was extended to July 18,
2017.The Company had issued the Convertible Note to finance the
acquisition of SWIMS AS, a Norwegian private limited company
(aksjeselskap).By its original terms, the Convertible Note was
scheduled to convert on the maturity date of January 18, 2017 to
the extent not repaid in cash on or prior to such date, into up
to 4,500,000 newly issued shares of the Companys Class A-1
Preferred Stock at a conversion price of $3.00 per
share.Following this amendment, all other terms of the
Convertible Note remain the same, including the conversion of the
Convertible Note upon the extended maturity date.

The description of the Convertible Note set forth above does not
purport to be complete and is qualified in its entirety by
reference to the full text of the Convertible Note, which was
filed as Exhibit 4.3 to the Companys Current Report on Form 8-K
filed on July 19, 2016, and the full text of the amendment to the
Convertible Note, which is filed as Exhibit 4.1 herewith and
incorporated herein by reference.

Item 2.03Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.

The disclosure under Item 1.01 of this Current Report on Form8-K
is incorporated herein by reference.

About Differential Brands Group Inc. (NASDAQ:DFBG)

Differential Brands Group Inc., formerly Joe’s Jeans Inc., is engaged in the design, development and marketing of apparel products, which include denim jeans, related casual wear and accessories. The Company offers its products under various brands, such as Hudson, Robert Graham and SWIMS. Its segments are Wholesale and Retail. Its Wholesale segment consists of sales of Hudson products to retailers, specialty stores and international distributors. Its Retail segment consists of sales of its products to consumers through its retail Internet sites for Hudson products. The Hudson product line includes women’s, men’s and children’s denim jeans, pants and other bottoms. The Robert Graham product line includes men’s sport shirts, pants, sweaters, knits, t-shirts, sportcoats, outerwear and swimwear. Through SWIMS brand, it distributes a range of footwear, swimwear, outerwear, ready-to-wear and accessories across the world through department stores, independent specialty and luxury resorts.

Differential Brands Group Inc. (NASDAQ:DFBG) Recent Trading Information

Differential Brands Group Inc. (NASDAQ:DFBG) closed its last trading session up +0.05 at 2.55 with 20,380 shares trading hands.