LFP Broadcasting Completes Tender Offer for New Frontier Media

Nov 28, 2012 9:15 AM PST

BOULDER, Colo., and BEVERLY HILLS, Calif. — LFP Broadcasting has successfully completed its tender offer for outstanding shares of New Frontier Media common stock, moving forward its deal for the transactional adult TV service.

LFP Broadcasting offered $2.02 per share plus a contingent cash payment right of four cents for shares of New Frontier. The tender offer expired at midnight (EST).

Following the tender offer, LFP Broadcasting wound up owning 83.1 percent of New Frontier's stock, and is seeking to reach the 90 percent ownership threshold required under Colorado law to complete a “short-form” merger for administrative convenience.

"As a result of the purchase of shares in the tender offer, Flynt Broadcast has sufficient voting power to approve the previously announced merger transaction contemplated among New Frontier, LFP Broadcasting and Flynt Broadcast without the affirmative vote of any other New Frontier shareholder," New Frontier Media and LFP said in a joint statement today.

LFP Broadcasting's offer for shares represented approximately a 79 percent premium to New Frontier Media’s closing stock price on March 8, one day before the Boulder, Colo.-based transactional TV service received an unsolicited acquisition proposal from Channel Islands-based Longkloof, an investment group that owns 15.9 percent of New Frontier Media, and a bid by adult entertainment conglomerate Manwin, which operates Playboy TV.

Lipsitz Green Scime Cambria LLP and Dinsmore & Shohl LLP are acting as legal advisors to LFP Broadcasting in connection with the transaction.

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