SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of Earliest Event Reported): January 24, 1995
CRYSTAL BRANDS, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-8994 41-1282004
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(Commission File Number) (I.R.S. Employer
Identification No.)
404 Fifth Avenue
New York, New York 10018
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(Address of Principal Executive Offices) (Zip Code)
(212) 502-6200
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(Registrant's Telephone Number, Including Area Code)
Unchanged
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. OTHER EVENTS.
On January 24, 1995, Crystal Brands, Inc. (the "Company"), which
is operating under Chapter 11 of the Bankruptcy Code, and five of its
subsidiaries entered into an Asset Sale Agreement with Phillips-Van
Heusen Corporation ("PVH") providing for the sale of substantially all
of the Company's and its subsidiaries' assets (exclusive of cash and
cash equivalents) for a cash purchase price of $114,700,000, subject
to a post-closing adjustment based upon the Company's tangible net
worth as of the closing date. The purchase price was determined based
upon arm's-length negotiations between the Company and PVH. The
assets being sold comprise Crystal Brands' apparel and retail
businesses and include its Gant, Izod and Salty Dog trademarks. The
consummation of the transaction, which is expected to occur by
February 28, 1995, is subject to customary closing conditions,
including Bankruptcy Court approval, and is also subject to any higher
and better offers which may be received by Crystal Brands for the
businesses being sold prior to such approval.
Following the consummation of this transaction, Crystal Brands
intends to propose a Chapter 11 plan pursuant to which it will
liquidate its remaining assets and distribute its cash to its
creditors.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
2. Asset Sale Agreement, dated as of January 24, 1995, among
the Company, five of its subsidiaries and PVH.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
CRYSTAL BRANDS, INC.
Dated: January 30, 1995 By: /s/ Michael B. McLearn
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Michael B. McLearn,
Vice President
NYFS06...:\46\39746\0023\70\FRM1265K.310
EXHIBIT INDEX
Exhibit
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2. Asset Sale Agreement, dated as of
January 24, 1995, among the Company,
five of its subsidiaries and PVH.