Larry Flynt completes tender offer for New Frontier Media

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from Companies controlled by Hustler magazine founder Larry Flynt have completed their tender offer for shares in Boulder-based adult-entertainment company New Frontier Media Inc., and Flynt’s takeover of the Colorado business will move forward, New Frontier said Wednesday.

LFP Broadcasting LLC and Flynt Broadcast Inc., affiliates of L.F.P. Inc., offered $2.02 per share — or about $29 million — plus a contingent cash payment right of 4 cents for shares of New Frontier (NasdaqGS: NOOF). The tender offer expired at 10 p.m. MST Tuesday.

Flynt’s plans to acquire New Frontier were disclosed Oct. 15. Previously, there were lower-valued buyout bids for the Boulder company from what was then its biggest shareholder, Longkloof Ltd., a unit of Hosken Consolidated Investments Ltd. of South Africa; and Luxembourg-based Manwin Holding, which owns Playboy TV.

Following the tender offer, Flynt’s companies wound up owning 83.1 percent of New Frontier’s stock. Flynt plans to buy enough additional shares directly from New Frontier to reach the 90 percent ownership threshold under Colorado law to complete a “short-form” merger, New Frontier said in an announcement.

Under those circumstances, Flynt will not need the approval of any other remaining shareholders to complete his acquisition of New Frontier, the company said.

Flynt plans to take New Frontier private and make it a subsidiary of LFP Broadcasting.

Holland & Hart LLP has been legal advisor to New Frontier Media in the matter, while Avondale Partners LLC served as financial advisor to a special board committee and Alston + Bird LLP served as the panel’s legal advisor.

New Frontier’s pay-per-view services include Penthouse TV. The company also produces mainstream movies and cable programming.

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