Item 1.01. Entry into a Material Definitive Agreement.

On October 19, 2021, a subsidiary of Sequential Brands Group, Inc., a Delaware corporation (the "Company"), William Rast Licensing, LLC ("William Rast") entered into an Asset Purchase Agreement (the "Purchase Agreement") with WRBH Brands Group LLC ("Buyer"), pursuant to which Buyer will purchase from William Rast the assets constituting the William Rast business for an aggregate cash purchase price of $1.0 million plus the assumption of certain related liabilities. The closing of the transactions contemplated by the Purchase Agreement is subject to customary closing conditions, including approval from the U.S. bankruptcy court.

The Purchase Agreement contains representations, warranties and covenants from the Company that are customary for transactions of this type.

The foregoing description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.





(d)  Exhibits.



Exhibit
Number   Description

  10.1     Asset Purchase Agreement by and between WRBH Brands Group LLC and
         William Rast Licensing, LLC.

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