Digital Brands Group, Inc. (NASDAQ: DBGI) shares fell in Friday's premarket session as investors assessed new details on its $165 million U.S. Program contract and ongoing go-private review.

The pullback follows a volatile Thursday. DBGI surged 47.3% to $5.53 during the regular session before rising to $7.44 in after-hours trading.

Digital Brands Details $165 Million Contract

Digital Brands detailed its previously disclosed two-year, $165 million U.S. Program contract, including $3.3 million in guaranteed cash flow from the first two markets between Sept. 1 and Dec. 31, 2026.

The program covers apparel, footwear, and toiletries for 771,481 U.S. residents across dozens of cities as they re-enter the workforce.

Digital Brands forecasts a 15% to 18% cash flow margin and says the program's quantities represent about 23.9 million total units.

The company said the additional disclosure was intended to address investor questions and "unfounded online rumors" about the agreement's legitimacy.

Board Reviews $77.58-Per-Share Proposal

Digital Brands' board is also evaluating a $77.58 per-share cash acquisition proposal while conducting a 60-day "go-shop" period ending Oct. 5.

The company retained Roth Capital Partners after receiving multiple acquisition inquiries.

One proposal came from an existing shareholder who Digital Brands said has a net worth exceeding $1 billion and seeks to acquire all outstanding common stock.

The go-shop process allows the board to verify financial terms, assess competing bids, and facilitate buyer due diligence. Digital Brands expects due diligence to conclude by Oct. 5.

The company projects $25 million to $35 million in cash flow over the next 24 months and said potential buyers are seeking full ownership of its assets, intellectual property, university contracts, and U.S. Program contract.

DBGI MarketDash Edge: Momentum Remains Weak

The MarketDash Edge scorecard gives DBGI a Momentum score of 0.14, indicating weak trend strength relative to the broader market.

The Verdict: Despite Thursday's sharp surge, DBGI's 0.14 Momentum score indicates its broader trend remains weak.

DBGI Stock Price Activity: Digital Brands Group shares were down 8.84% to $6.19 during premarket trading on Friday, according to market data.