Digital Brands Group Files 2023 Annual Report

Ticker: DBGI · Form: 10-K · Filed: Apr 15, 2024 · CIK: 1668010

Digital Brands Group, INC. 10-K Filing Summary
FieldDetail
CompanyDigital Brands Group, INC. (DBGI)
Form Type10-K
Filed DateApr 15, 2024
Risk Levelmedium
Pages15
Reading Time18 min
Key Dollar Amounts$0.0001, $124,000, $1.5 million, $500,000, $9.1 m
Sentimentneutral

Sentiment: neutral

Topics: annual-report, sec-filing, financials

Related Tickers: DBGI, DBGIW

TL;DR

DBGI filed its 2023 10-K. Stock is DBGI on Nasdaq.

AI Summary

Digital Brands Group, Inc. filed its annual report for the fiscal year ended December 31, 2023. The company is incorporated in Delaware and its principal executive offices are located at 1400 Lavaca Street, Austin, TX 78701. Its common stock trades under the symbol DBGI on The Nasdaq Stock Market LLC.

Why It Matters

This filing provides a comprehensive overview of Digital Brands Group's financial performance and operational status for the past fiscal year, crucial for investors assessing the company's health and future prospects.

Risk Assessment

Risk Level: medium — As a publicly traded company filing an annual report, there are inherent risks associated with its financial performance and market position.

Key Numbers

Key Players & Entities

FAQ

What is the primary purpose of this Form 10-K filing?

The primary purpose is to provide an annual report on the company's financial performance and condition for the fiscal year ended December 31, 2023, as required by the Securities Exchange Act of 1934.

Under which stock exchange does Digital Brands Group, Inc. trade its common stock?

Digital Brands Group, Inc. trades its common stock under the symbol DBGI on The Nasdaq Stock Market LLC.

What is the state of incorporation for Digital Brands Group, Inc.?

Digital Brands Group, Inc. is incorporated in Delaware.

Where are the principal executive offices of Digital Brands Group, Inc. located?

The principal executive offices are located at 1400 Lavaca Street, Austin, TX 78701.

Does Digital Brands Group, Inc. have any securities registered under Section 12(g) of the Act?

No, the filing indicates that Digital Brands Group, Inc. has no securities registered pursuant to Section 12(g) of the Act.

Filing Stats: 4,598 words · 18 min read · ~15 pages · Grade level 15.6 · Accepted 2024-04-15 17:20:52

Key Financial Figures

Filing Documents

Business

Business 2 Item 1A.

Risk Factors

Risk Factors 12 Item 1B. Unresolved Staff Comments 32 Item 1C. Cybersecurity 32 Item 2.

Properties

Properties 33 Item 3.

Legal Proceedings

Legal Proceedings 34 Item 4. Mine Safety Disclosures 35 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 35 Item 6. Reserved 37 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 38 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 49 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 50 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 50 Item 9A.

Controls and Procedures

Controls and Procedures 50 Item 9B. Other Information 51 Item 9C Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 51 PART III Item 10. Directors, Executive Officers and Corporate Governance 52 Item 11.

Executive Compensation

Executive Compensation 56 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 59 Item 13. Certain Relationships and Related Transactions, and Director Independence 60 Item 14. Principal Accountant Fees and Services 61 PART IV Item 15. Exhibits and Financial Statement Schedules 62 Item 16 . Form 10-K Summary 67 Table of Contents CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Except for historical information, this Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), which involve risks and uncertainties. These forward-looking statements can be identified by the use of forward- looking terminology, including the terms "believe," "estimate," "project," "aim," "anticipate," "expect," "seek," "predict," "contemplate," "continue," "possible," "intend," "may," "plan," "forecast," "future," "might," "will," "could," would" or "should" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this Annual Report on Form 10-K and include statements regarding our intentions, beliefs or current expectations concerning, among other things, our results of operations, financial condition, liquidity, prospects, growth strategies, the industry in which we operate and potential acquisitions. We derive many of our forward- looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, we caution that it is very difficult to predict the impact of known factors, and, of course, it is impossible for us to anticipate all factors that could affect our actual results. All forward-looking statements a

BUSINESS

BUSINESS Recent Developments

Business

Business We entered into a license deal for Bailey 44 in January 2023 that is paid quarterly based on the results. We have received two license payouts since November 2023 for approximately $124,000 in total. The licensee has asked to add additional categories to their current offering, which we agreed to. 2 Table of Contents We entered into a retail store sublease for approximately 3.5 years at the Simon Premium Outlet in Allen, TX, a suburb of Dallas. We plan to open the store in April 2024. We expect the store to generate meaningful cash flow as we already have excess product that we can sell, which means we will not have to use cash to create inventory for sale. We expect the store to generate over $1.5 million in annual revenue and over $500,000 in free cash flow. Reverse Stock Split On August 22, 2023, following the approval of shareholders at a special meeting held on August 21, 2023, we completed a one-for-twenty-five (1-for-25) reverse stock split (the "Reverse Stock Split"). As a result of the Reverse Stock Split, every twenty-five (25) shares of the Company's pre-Reverse Stock Split common stock was combined and automatically became one (1) share of common stock. The Company's post-Reverse Stock Split common stock began trading on August 22, 2023 with a new CUSIP number of 25401N408. The Reverse Stock Split did not (i) change the authorized number of shares, (ii) change the par value of the common stock, or (iii) modify any voting rights of the common stock. Also, at the effective time of the Reverse Stock Split, the number of shares of common stock issuable upon exercise of warrants (including public warrants under the trading symbol "DBGIW"), preferred stock, and other convertible securities, as well as any commitments to issue securities, that provide for adjustments in the event of a reverse stock split will be appropriately adjusted pursuant to their applicable terms for the Reverse Stock Split. If applicable, the conversion price for ea

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