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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-Q
 (Mark One)
 þ
    
    Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the quarterly period ended June 30, 2009
 o
    
    Transition report under Section 13 or 15(d) of the Exchange Act
 For the transition period from  to
 Commission File Number 001-33855
 Global
Brands Acquisition Corp.
  Delaware
    
    26-0482599(State or other Jurisdiction of
    
    (I.R.S. EmployerIncorporation or Organization)
    
    Identification No.)
 11 West 42nd Street, 21st Floor, New York, New York 10036
 (Issuers
Telephone Number, Including Area Code)
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer   o(Do not check if a smaller reporting company)
    
    Smaller reporting company o
 þ o




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PagePart I. Financial Information:Item 1 Financial Statements:Condensed Balance Sheet at June 30, 2009 (Unaudited) and March 31, 2009
    
    
    3Condensed Statements of Operations (Unaudited) for the Three Months Ended
June 30, 2009, for the Three Months Ended June 30, 2008, and for the Period
July 3, 2007 (inception) through June 30, 2009
    
    
    4Condensed Statement of Stockholders Equity (Unaudited) for the Period July 3,
2007 (inception) to June 30, 2009
    
    
    5Condensed Statements of Cash Flows (Unaudited) for the Three Months Ended
June 30, 2009, the Three Months Ended June 30, 2008, and for the Period
July 3, 2007 (inception) to June 30, 2009
    
    
    6Notes to Unaudited Condensed Financial Statements
    
    
    7Item 2   Managements Discussion and Analysis of Financial Condition
And Results of Operations
    
    
    15Item 4   Controls and Procedures
    
    
    17Part II. Other Information:Item 2   Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    18Item 6   Exhibits
    
    
    18Signatures
    
    
    19EX-31EX-32
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Part I: Financial Information
 
 Item 1  Financial Statements (Unaudited)
 Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
Condensed Balance Sheet
 June 30,
    
    
    March 31,2009
    
    
    2009(unaudited)
    
    
    (audited)AssetsCurrent assets:Cash
    
    $
    201,300
    
    
    $
    136,690Cash held in trust fund
    
    
    287,815,800
    
    
    
    288,540,957Income tax receivable
    
    
    144,641
    
    
    
    Prepaid expense
    
    
    60,114
    
    
    
    8,000Total assets
    
    $
    288,221,855
    
    
    $
    288,685,647Liabilities and stockholders equityCurrent liabilities:Accrued professional and other fees payable
    
    $
    15,000
    
    
    $
    55,000Income tax payable
    
    
    
    
    
    
    360,361Accrued filing fees payable
    
    
    14,375,000
    
    
    
    14,375,000Accrued payable, stockholders
    
    
    42,168
    
    
    
    4,647Total current liabilities
    
    $
    14,432,168
    
    
    $
    14,795,008Common stock, subject to possible conversion, 8,624,999 shares at conversion
value at initial public offering
    
    
    85,837,490
    
    
    
    85,837,490CommitmentsStockholders equity:Preferred stock; $.0001 par value; 1,000,000 shares authorized; none issuedCommon stock; $.0001 par value; authorized 90,000,000 shares; 35,937,500 (less
8,624,999 shares subject to possible conversion) shares issued and outstanding
    
    
    2,732
    
    
    
    2,732Additional paid-in capital
    
    
    185,962,851
    
    
    
    185,962,851Earnings accumulated during the development stage
    
    
    1,986,614
    
    
    
    2,087,566Total stockholders equity
    
    
    187,952,197
    
    
    
    188,053,149Total liabilities and stockholders equity
    
    $
    288,221,855
    
    
    $
    288,685,647
 The accompanying notes are an integral part of these condensed financial statements (unaudited).
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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)

Condensed Statements of Operations (unaudited)
For the Three Months Ended June 30, 2009 and June 30, 2008,
And the Period July 3, 2007 (inception) to June 30, 2009
 For the periodFor the Three
    
    
    For the Three
    
    
    July 3, 2007Months Ended
    
    
    Months Ended
    
    
    (inception) toJune 30, 2009
    
    
    June 30, 2008
    
    
    June 30, 2009Formation and operating costs
    
    $
    204,858
    
    
    $
    91,463
    
    
    $
    993,060Professional and other fees
    
    
    15,000
    
    
    
    74,500
    
    
    
    257,724Operating loss
    
    
    (219,858
    )
    
    
    (165,963
    )
    
    
    (1,250,784
    )Interest income
    
    
    35,904
    
    
    
    1,189,121
    
    
    
    5,064,122Income (loss) before income taxes
    
    
    (183,954
    )
    
    
    1,023,158
    
    
    
    3,813,338Provision (benefit) for income taxes
    
    
    (83,002
    )
    
    
    504,641
    
    
    
    1,826,724Net income (loss)
    
    $
    (100,952
    )
    
    $
    518,517
    
    
    $
    1,986,614Weighted average number of
common shares outstandingBasic
    
    
    35,937,500
    
    
    
    35,937,500
    
    
    
    29,342,376Diluted
    
    
    47,102,443
    
    
    
    45,757,752
    
    
    
    37,131,820Net income per common shareBasic
    
    $
    
    
    
    $
    .01
    
    
    $
    .07Diluted
    
    $
    
    
    
    $
    .01
    
    
    $
    .05
 The accompanying notes are an integral part of these condensed financial statements (unaudited).
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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
Condensed Statement of Stockholders Equity
(unaudited)
For the Period July 3, 2007 (inception) to June 30, 2009
 EarningsAdditional
    
    accumulated
    
    TotalCommon Stock
    
    paid-in
    
    during
    
    stockholdersShares
    
    Amount
    
    capital
    
    development stage
    
    equityCommon shares issued at inception
    
    
    7,187,500
    
    
    $
    719
    
    
    $
    24,281
    
    
    $
    
    
    
    $
    25,000Sale of 28,750,000 units, net of underwriters discount and offering
expenses (includes 8,624,999 shares subject to possible conversion)
    
    
    28,750,000
    
    
    
    2,875
    
    
    
    266,775,198
    
    
    
    
    
    
    
    266,778,073Proceeds subject to possible conversion of 8,624,999 shares
    
    
    
    
    
    
    (862
    )
    
    
    (85,836,628
    )
    
    
    
    
    
    
    (85,837,490
    )Proceeds from issuance of founders warrants
    
    
    
    
    
    
    
    
    
    
    5,000,000
    
    
    
    
    
    
    
    5,000,000Net income for the period from July 3, 2007 (inception) to March 31, 2008
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,087,566
    
    
    
    2,087,566Balances, at March 31, 2009
    
    
    35,937,500
    
    
    
    2,732
    
    
    
    185,962,851
    
    
    
    2,087,566
    
    
    
    188,053,149Net loss for the period from April 1, 2009 to 
June 30, 2009
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (100,952
    )
    
    
    (100,952
    )Balances, at June 30, 2009 (unaudited)
    
    
    35,937,500
    
    
    $
    2,732
    
    
    $
    185,962,851
    
    
    $
    1,986,614
    
    
    $
    187,952,197
 The accompanying notes are an integral part of these condensed financial statements (unaudited).
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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)

Condensed Statements of Cash Flows
(unaudited)
For the Three Months Ended June 30, 2009 and June 30, 2008,
and for the period from July 3, 2007 (inception) to June 30, 2009
 For the periodFor the Three
    
    
    For the Three
    
    
    July 3, 2007Months Ended
    
    
    Months Ended
    
    
    (inception) toJune 30, 2009
    
    
    June 30, 2008
    
    
    June 30, 2009Cash flows from operating activitiesNet income (loss)
    
    $
    (100,952
    )
    
    $
    518,517
    
    
    $
    1,986,614Adjustment to reconcile net income to net cash provided
by operating activities:Change in operating assets and liabilities:Income tax receivable
    
    
    (144,641
    )
    
    
    
    
    
    
    (144,641
    )Prepaid expense
    
    
    (52,114
    )
    
    
    22,325
    
    
    
    (60,114
    )Deferred tax asset
    
    
    
    
    
    
    93,538
    
    
    
    Accrued expenses
    
    
    (40,000
    )
    
    
    (5,500
    )
    
    
    15,000Accrued payable, stockholders
    
    
    37,521
    
    
    
    (9,071
    )
    
    
    42,168Income tax payable
    
    
    (360,361
    )
    
    
    413,103
    
    
    
    Net cash provided by (used in) operating activities
    
    
    (660,547
    )
    
    
    1,032,912
    
    
    
    1,839,027Cash flows from investing activitiesCash held in trust fund
    
    
    725,157
    
    
    
    (1,188,316
    )
    
    
    (287,815,800
    )Net cash provided by (used in) investing activities
    
    
    725,157
    
    
    
    (1,188,316
    )
    
    
    (287,815,800
    )Cash flows from financing activitiesGross proceeds from initial public offering
    
    
    
    
    
    
    
    
    
    
    287,500,000Proceeds from notes payable, stockholders
    
    
    
    
    
    
    
    
    
    
    100,000Repayment of notes payable, stockholders
    
    
    
    
    
    
    
    
    
    
    (100,000
    )Proceeds from issuance of common stock
    
    
    
    
    
    
    
    
    
    
    25,000Proceeds from issuance of founders warrants
    
    
    
    
    
    
    
    
    
    
    5,000,000Payment of offering costs
    
    
    
    
    
    
    
    
    
    
    (6,346,927
    )Net cash provided by financing activities
    
    
    
    
    
    
    
    
    
    
    286,178,073Net increase (decrease) in cash
    
    
    64,610
    
    
    
    (155,404
    )
    
    
    201,300Cash, beginning of period
    
    
    136,690
    
    
    
    219,001
    
    
    
    Cash, end of period
    
    $
    201,300
    
    
    $
    63,597
    
    
    $
    201,300Supplementary cash flow disclosureIncome taxes paid
    
    $
    422,000
    
    
    $
    
    
    
    $
    2,007,860
 The accompanying notes are an integral part of these condensed financial statements (unaudited).
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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
 A. Description of Organization and Business Operations
 Accounting and Reporting By Development Stage Enterprises, st
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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
     B. Summary of Significant Accounting Policies
 Development Stage Company
 Accounting and Reporting by
Development Stage Enterprises.
 Basis of Presentation
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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
  Comprehensive Income (Loss)
  Net Income (Loss) per Common Share
 Earnings Per Share,
 Concentration of Credit Risk
  Fair Value of Financial Instruments
 Disclosure About Fair Value of Financial Instruments,
 Use of Estimates
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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
 Cash and Cash Equivalents
  Cash Held in Trust Fund
  Deferred Offering Costs
  Income Tax
 Accounting for Income Taxes
  Recently Issued Accounting Standards
 Fair Value Measurements
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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
  The Fair Value Option for Financial Assets and
Financial Liabilities
   11




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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
   C. Common Stock, Subject to Possible Conversion
  D. Stockholders Equity
  E. Initial Public Offering
  12




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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
   F. Related Party Transactions
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Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
    G. Income Taxes
  For the Three
    
    For the ThreeMonths Ended
    
    Months EndedJune 30, 2009
    
    June 30, 2008Current:Federal
    
    $
    (52,006
    )
    
    $
    301,844State & Local
    
    
    (30,996
    )
    
    
    202,797Current benefit for income taxes
    
    $
    (83,002
    )
    
    $
    504,641
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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
  Forward Looking Statements
  Overview
  Results of Operations
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Income Taxes
  Financial Condition and Liquidity
     16




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ITEM 4. CONTROLS AND PROCEDURES.
     Limitations on the Effectiveness of Controls
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PART II
 OTHER INFORMATION
 
 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
      
 ITEM 6. EXHIBITS
  31
    
    Section 302 Certification by Chief Executive Officer and Treasurer32
    
    Section 906 Certification by Chief Executive Officer and
Treasurer
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SIGNATURES
  Dated: August 7, 2009
    GLOBAL BRANDS ACQUISITION CORP./s/ Joel J. HorowitzChief Executive Officer and Treasurer(Principal Executive Officer and Principal Financial and
Accounting Officer) 19