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How Penthouse Lost Playboy

from www.nytimes.com – Penthouse’s Playboy dreams were dashed, despite offering a higher price for the adult media group than its bathrobe-clad founder, Hugh Hefner, regulatory filings reveal.

Playboy’s board of directors turned down an offer by the owner of Penthouse, FriendFinder, that valued Playboy at $6.25 a share, 10 cents more than Mr. Hefner’s all-cash offer, according to filings on Monday with the Securities and Exchange Commission.

After months of back and forth chronicled in the filings, the all-cash offer won out over the cash-and-stock proposal from FriendFinder.

The filings offer an inside look at the Mr. Hefner’s efforts to return the company that he started more than 50 years ago to private ownership, a deal that was announced this month.

The share prices offered ranged widely during the nearly two-year sale period, in which Playboy garnered interest from a number of would-be buyers. At times, the company even entertained the idea of selling off pieces of itself, like its adult TV and digital business units.

But under the terms of the deal announced on Jan. 10, Mr. Hefner, 84, agreed to pay $6.15 a share. That represents a 56 percent premium over the stock’s closing price on July 9, when Mr. Heffner first made an offer for the company at $5.50 a share.

Penthouse’s owner offered as much as $6.25. But FriendFinder was stymied, in part, because it was not an all-cash deal. The financial adviser to Playboy’s special committee also found it difficult to assess FriendFinder’s value because it was a private company. Another important factor: Mr. Hefner owns about 70 percent of the company’s voting shares, giving him the power to veto any transaction.

The tender offer to shareholders began on Monday.

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