SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 15(d) of the Securities Exchange Act of 1934.
Date of Report (Date of earliest event reported): October 16, 1999.
NEW FRONTIER MEDIA, INC.
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(Exact name of registrant as specified in its charter)
Colorado 333-59289 84-1084061
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(State of (Commission File (IRS Employer I.D.
Incorporation) Number) Number)
5435 Airport Blvd., Suite 100
Boulder, Colorado 80301
(303) 444-0632
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(Address and telephone number of
principal executive offices)
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Item 5. Other Events.
On October 16, 1999, New Frontier Media, Inc. (the "Company") announced
that it has received $6.0 million in equity financing through the private sale
of 7% Series C Convertible Preferred Stock to one institutional investor.
Item 8. Exhibits.
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99 Press Release
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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 hereunto duly authorized.
NEW FRONTIER MEDIA, INC.
(Registrant)
October 20, 1999 By: /S/ MARK H. KRELOFF
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Mark H. Kreloff, Chief Executive
Officer
October 20, 1999 By: /S/ MICHAEL WEINER
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Michael Weiner, Executive Vice
President
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EXHIBIT INDEX
Exhibit No. Exhibit Page
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99 Press Release 5
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EXHIBIT 99--PRESS RELEASE
CONTACT:
Budd Zuckerman or Keely Hawk
Genesis Select Corp.
(303) 357-6565
FOR IMMEDIATE RELEASE
NEW FRONTIER MEDIA RAISES
$6 MILLION IN EQUITY CAPITAL
Boulder, Colorado (October 15, 1999) - New Frontier Media, Inc.
(Nasdaq-NOOF), a leader in the electronic distribution of adult content,
announced that on October 14, 1999, it received $6 million of equity capital
from a single institutional investor through the issuance of 7% Series C
Convertible Preferred Stock. The terms of the Preferred Stock were reviewed and
approved by the Company's new Nasdaq Compliance Committee of its independent
directors, with the assistance of the Committee's special counsel, Fried, Frank,
Harris, Shriver & Jacobson.
"With this placement now complete, New Frontier Media will be able to
accelerate plans to upgrade its Boulder, Colorado based play-out facility to
accommodate up to twelve subscription and pay-per-view premium television
network feeds (including regional feeds of its cable and DBS networks), repay
approximately $1.7 million in debt and provide ample working capital for the
Company's Broadband programming strategy," commented Mark Kreloff, Chairman and
Chief Executive Officer of New Frontier Media, Inc.
The Preferred Stock is initially convertible into the Company's common
stock at a price of $7.87 per share. The Company has the right to redeem the
Preferred Stock at any time, in whole or in part, at a price equal to the amount
the investor would have received if the investor had then converted its shares
of Preferred Stock into common stock, or, if greater, 115% of the amount paid by
the investor for the Preferred Stock.
On the six-month anniversary of the date of closing, the conversion price
will be reset to 95% of the average of the five lowest daily volume-weighted
average prices for the Company's common stock during the ten trading days
immediately preceding such anniversary date, if such price is lower than $7.87.
Until the Preferred Stock is converted or redeemed, the conversion price will
similarly reset on every following three-month anniversary.
In connection with this transaction, the Company also issued to its
investor 60,000 warrants, exercisable at $7.87 per share, to purchase common
stock of the Company for each $1 million invested with the Company.
ABOUT NEW FRONTIER MEDIA
New Frontier Media, Inc. is a diversified entertainment company primarily
engaged in the electronic distribution of adult entertainment. Through its
programming subsidiary, the Company currently distributes adult entertainment
via pay-per-view and subscription cable/satellite video networks and the
Internet. Cable/DBS networks include TeN(TM) (The Erotic Network), which
incorporates partial-editing standards and Pleasure(TM), which incorporates the
most-edited standard available in the category.
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* * *
Some statements in this release may include forward-looking commentary subject
to risks and uncertainties, including those risks detailed in the Company's
Securities and Exchange Commission filings. These risks could cause actual
results to differ materially from those set forth or implied by any
forward-looking statements.
For more information about New Frontier Media, Inc., please visit our website,
www.noof.com.
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