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): February 17, 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 2. ACQUISITION OR DISPOSITION OF ASSETS
On February 17, 1995, Crystal Brands, Inc. (the "Company"), which
is operating under Chapter 11 of the Bankruptcy Code, and five of its
subsidiaries consummated the sale of substantially all of the
Company's and its subsidiaries' assets (exclusive of cash and cash
equivalents) to Phillips-Van Heusen Corporation ("PVH") 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 sold comprise Crystal Brands'
apparel and retail businesses and include its Gant, Izod and Salty Dog
trademarks. The Company has no continuing operating businesses.
The Company intends to propose a Chapter 11 plan pursuant to
which it will liquidate its remaining assets and distribute its cash
to its creditors. No distributions will be made to its stockholders
and all outstanding shares of the Company's stock will be cancelled in
connection with its liquidation. Accordingly, no pro forma financial
statements are being filed with this report, and the Company will not
be filing an Annual Report on Form 10-K for its fiscal year ended
December 31, 1994.
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: February 22, 1995 By: /s/ Michael B. McLearn
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Michael B. McLearn,
Vice President
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