Page 7 of 17 – SEC Filing
| CUSIP No. 25374L108 | |
| 1. | Name of Reporting Person: |
| Tengram Capital Associates II, LLC | |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
| (a) ¨ | |
| (b) ¨ | |
| 3. | SEC Use Only |
| 4. | Source of Funds (See Instructions) |
| OO | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
| ¨ | |
| 6. | Citizenship or Place of Organization |
| Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power |
| -0- | ||
| 8. | Shared Voting Power | |
| 6,090,907(10) | ||
| 9. | Sole Dispositive Power | |
| -0- | ||
| 10. | Shared Dispositive Power | |
| 6,090,907(10) |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person |
| 6,090,907(10) | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
| ¨ | |
| 13. | Percent of Class Represented by Amount in Row (11) |
| 45.8%(11) | |
| 14. | Type of Reporting Person (See Instructions) |
| HC |
(10) Consists of: (i) 4,480,287 shares of Common Stock, assuming
a conversion price of $11.16 per share, issuable upon conversion of 50,000 shares of Series A Convertible Preferred Stock held
by TCP Denim, LLC; and (ii) 1,610,620 shares of Common Stock, or the maximum number of shares of Common Stock issuable upon the
conversion of (a) a warrant owned by Tengram Fund II for the purchase of 500,000 shares of Common Stock at an exercise price of
$3.00 per share (subject to adjustment) and (b) a convertible promissory note owned by Tengram Fund II with principal of $13.0
million, which will convert, at Tengram Fund II’s option or on the maturity date of July 18, 2017 if not already repaid in
cash prior to that date, into up to 4,500,000 shares of Class A-1 Preferred Stock at a conversion price of $3.00 per share, further
convertible into shares of Common Stock at an initial price of $3.00 per share (subject to adjustment). TCP Denim, LLC is managed
by its sole member, Tengram Fund II. TCA II is the general partner of Tengram Fund II. Matthew Eby and William Sweedler are the
co-managing members of TCA II. Each of Matthew Eby, William Sweedler, TCA II and Tengram Fund II may be deemed to share the voting
and dispositive power of the above shares.
(11) Based on the sum of approximately 13,297,854 shares of
Common Stock issued and outstanding as of May 8, 2017, as provided by the Issuer, and (i) 4,480,287 shares of Common Stock, assuming
a conversion price of $11.16 per share, issuable upon conversion of 50,000 shares of the Series A Convertible Preferred Stock held
by TCP Denim, LLC; and (ii) 1,610,620 shares of Common Stock, or the maximum number of shares of Common Stock issuable upon the
conversion of (a) a warrant for the purchase of 500,000 shares of Common Stock at an exercise price of $3.00 per share (subject
to adjustment) and (b) a convertible promissory note with principal of $13.0 million, which will convert, at Tengram Fund II’s
option or on the maturity date of July 18, 2017 if not already repaid in cash prior to that date, into up to 4,500,000 shares of
Class A-1 Preferred Stock at a conversion price of $3.00 per share, further convertible into shares of Common Stock at an initial
price of $3.00 per share (subject to adjustment).
| 7 |
