Item 8.01 Other Events.
On February 1, 2013, Iconix CA Holdings, LLC ("ICA Holdings"), a Delaware
limited liability company and a wholly-owned subsidiary of Iconix Brand Group,
Inc. ("Iconix"), formed a joint venture with Buffalo International ULC ("BII").
The name of the joint venture is 1724982 Alberta ULC (the "Alberta ULC"), an
Alberta, Canada unlimited liability company. Iconix, through ICA Holdings, paid
$76.5 million in exchange for a 51% ownership of the Alberta ULC which consists
of a combination of equity and a promissory note. BII owns the remaining 49%
interest in the Alberta ULC. The Alberta ULC owns the intellectual property
rights, licenses and other assets relating principally to the Buffalo David
Bitton brand (the "Brand"). Concurrently, the Alberta ULC and BII entered into a
License Agreement pursuant to which the Alberta ULC licensed the Brand to BII as
licensee. Additionally, ICA Holdings and BII entered into a Shareholders
Agreement with respect to the Alberta ULC.