Item 8.01. Other Events.
As previously disclosed, Digital Brands Group, Inc. (the "Company") attended a
hearing before the Nasdaq Hearings Panel (the "Panel") on September 8, 2022, at
which hearing the Company presented its plan to evidence compliance with the
$2.5 million stockholders' equity and $1.00 bid price requirements for continued
listing on The Nasdaq Capital Market ("Nasdaq"), as set forth in Nasdaq Listing
Rules 5550(b)(2) (the "Equity Rule") and 5550(a)(1) (the "Bid Price Rule"),
respectively.
As previously disclosed, the Panel subsequently granted the Company's request
for continued listing on Nasdaq, subject to the Company evidencing compliance
with the Bid Price Rule and the Equity Rule by November 17, 2022, and January
17, 2023, respectively, among other conditions.
On November 29, 2022, Nasdaq formally notified the Company that it had regained
compliance with the Bid Price Rule.
The Company is filing this Current Report on Form 8-K to demonstrate compliance
with the Equity Rule, as required by the final, January 17th, 2023, term of the
Panel's decision in this matter. As of the date of the filing of this report,
the Company believes it has stockholders' equity of at least $2.5 million and
thereby satisfies all applicable criteria for continued listing on The Nasdaq
Capital Market, including the Equity Rule.
The increase in stockholders' equity is the result of i) the conversion of $8.1
million of debt held by Oasis Capital, LLC and FirstFire Global Opportunities
Fund, LLC (the "Oasis/FirstFire Debt") into common stock, ii) the elimination of
an aggregate of $9.1 million of liabilities from the balance sheet, which
includes $1.69 million of derivative liabilities that were eliminated upon the
conversion of the Oasis/FirstFire debt and $7.9 million of contingent
consideration that was eliminated following the Company's settlement with the
former owners of Harper & Jones, LLC, and iii) $9.15 million of net proceeds
from the Company's public offering that closed on December 1, 2022.
The Company is awaiting Nasdaq's formal determination that the Company has
evidenced compliance with all appliable continued listing criteria as required
by the Panel's decision and will provide an update once available.
© Edgar Online, source Glimpses
DIGITAL BRANDS GROUP, INC. 
