UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities and
Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
May 18, 2004 (April 26, 2004)
INNOVO GROUP INC.
(Exact name of registrant as specified in charter)
Delaware 0-18926 11-2928178
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File No.) Identification No.)
5804 East Slauson Avenue, Commerce, California 90040
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(323) 725-5516
No Change
(Former name or former address, if changed since last filing)
Item 5. Other Events and Required FD Disclosure
As noted in our quarterly report on Form 10-Q for the
three months ended February 28, 2004, which we filed with
the Securities and Exchange Commission on April 13, 2004, we
received, on or about March 30, 2004, a notice of
termination from the licensor for the FetishTM mark, due to
an alleged breach of the trademark license agreement, or
FetishTM License. Licensor primarily alleged that we
breached certain provisions of the FetishTM License related
to timely delivery of licensed FetishTM products to satisfy
confirmed purchase orders. Upon receipt of the termination
notice, we contacted the licensor and its representatives to
dispute the alleged breach claims. On April 13, 2004, the
licensor rescinded the termination notice but reserved its
rights to re-assert and/or revive its alleged claims
contained within the notice, including the right to send a
subsequent notice of termination.
On April 26, 2004 and April 29, 2004, respectively, we
received two new notices of termination from licensor. As a
result, we retained outside counsel to vigorously represent
us in this matter in an attempt to work amicably to resolve
this dispute. During this time period, until the parties
reached agreement on the future of the FetishTM License, the
licensor permitted us to continue to perform our obligations
under the FetishTM License.
On May 13, 2004, the parties mutually agreed to
terminate the FetishTM License for the manufacture and sale
of apparel and accessories bearing the FetishTM name. The
parties expect to execute a definitive settlement agreement
as soon as possible setting forth the specific terms of
settlement, but have reached agreement, in principle, on the
basic terms, including, providing for the continuation of
the right to market, distribute and sell the summer line for
2004, other excess inventory and unsold or returned
merchandise for a limited period of time to certain agreed
upon customers.
We intend to disclose the material terms of the
definitive settlement agreement upon execution of the
settlement agreement.
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.
INNOVO GROUP INC.
(Registrant)
Date: May 18, 2004 By: /s/ Samuel J. Furrow, Jr.
--------------------------
Samuel J. Furrow, Jr.
Chief Executive Officer and Director
(Principal Executive Officer)