DISCLAIMER Forward-Looking Statements This slide presentation and the accompanying oral presentation of Differential Brands Group, Inc. (“Differential”) may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements involve Differential’s plans, objectives, goals, strategies, expectations, estimates, forecasts and projections relating to Differential’s future operations, including its projected results of operations, performance and product developments, organic growth, retail revenues and total revenues. These forward-looking statements are based on management’s beliefs and assumptions and projections of future results or trends. You should be aware of the speculative nature of “forward-looking statements” and other statements that are not historical in nature, including those that include the words “anticipate”, “estimate”, “plan”,“ project”, “continuing”, “ongoing”, “target”, “aim”, “expect”, “believe”, “intend”, “may”, “will”, “would”, “should”, “could”, “seek”, “potential” or the negative of those words and other comparable words. Our actual results could differ materially from those stated or implied in forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, general economic, market or business conditions; the impact of Differential’s acquisition of the Robert Graham and Hudson businesses on Differential’s business; changes in Differential’s competitive position or competitive actions by other companies; Differential’s ability to maintain strong relationships with its licensees; Differential’s ability to retain key personnel; Differential’s ability to achieve and/or manage growth and to meet target metrics associated with such growth; Differential’s ability to successfully attract new brands; Differential’s ability to identify suitable targets for acquisitions; Differential’s ability to obtain financing for the acquisitions on commercially reasonable terms; Differential’s ability to integrate successfully the new acquisitions into its ongoing business, including those of the Robert Graham and Hudson businesses; the ability to achieve the anticipated results of these and other potential acquisitions; Differential’s ability to comply with government regulations; changes in laws or regulations or policies of federal and state regulators and agencies; and other circumstances beyond Differential’s control. All of the forward-looking statements made in this presentation are qualified by these cautionary statements, and there can be no assurance that the actual results anticipated will be realized or, if substantially realized, will have the expected consequences on Differential’s business or operations. These and other risks are discussed in detail in the periodic reports that Differential files with the Securities and Exchange Commission (the “SEC”), including the last annual report on Form 10-K and quarterly reports on Form 10-Q filed with the SEC. These forward-looking statements are made only as of the date hereof, and, except as required by applicable law, Differential undertakes no obligation to publish updates or revisions of any forward-looking statements, whether as a result of new information, future events or otherwise. It is not possible to predict or identify all risks and uncertainties to which Differential may be subject. Consequently, you should not consider such disclosures to be a complete discussion of all potential risks or uncertainties. This slide presentation includes certain financial projections, which are also forward-looking statements, relating to Differential and potential acquisitions. Although the Company believes the assumptions underlying such projections are reasonable, the reasonableness of these assumptions has not been independently passed upon. Nothing contained in the projections is, or should be relied upon, as a promise or representation as to the future results or prospects of Differential. Trade Names, Trademarks and Service Marks This presentation contains trade names, trademarks and service marks of other companies. We do not intend our use or display of other parties’ trade names, trademarks and service marks to imply a relationship with, or endorsement or sponsorship of, these other parties. Each trade name, trademark or service mark of any other company appearing in this presentation is the property of its respective holder.
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