YNOT
  • Home
  • Industry News
    • Adult Business News
    • Adult Novelty News
    • YNOT Magazine
    • EU News
    • Opinions
    • Picture Galleries
  • PR Wire
    • Adult Company News
    • Adult Retail News
    • Adult Talent News
    • Adult Videos News
  • Podcasts
  • Industry Guides
    • Adult Affiliate Guide
    • Affiliate Marketing for Beginners
    • Top Adult Traffic Networks
    • Top Adult PR Agents
    • Funding an Adult Business
  • Business Directory
    • View Categories
    • View Listings
    • Submit Listing
  • Newsletters
  • Industry Events
    • Events Calendar
    • YNOT Cam Awards | Hollywood
    • YNOT Awards | Prague
    • YNOT Cammunity
    • YNOT Summit
    • YNOT Reunion
  • Login with YNOT ID

New Frontier – LFP Deal Generates Market Action, Lawsuit Threat

Posted On 16 Oct 2012
By : admin

YNOT – Within hours after New Frontier Media announced its decision to accept an acquisition offer from Larry Flynt’s LFP Inc. empire, the embattled adult distributor’s stock prices rallied and a notorious class-action legal firm announced an investigation of potential misfeasance.

On Monday, New Frontier and LFP issued a joint statement saying the companies had signed an agreement for LFP to acquire New Frontier at $2.02 in cash per common share. The deal represents approximately $33 million up-front, plus a contingent cash payment of no more than 6 cents per common share, or a 79-percent premium over NOOF’s closing price on March 8.

New Frontier, which trades under the symbol NOOF on the NasaqGS, has been locked in a hostile-takeover battle with unsolicited suitor and significant shareholder Longkloof Ltd. since March 9, based in part on loss of share value and threatened expulsion from the public stock market.

In trading before the opening bell on Tuesday, NOOF’s per-share price jumped to $1.97 from Monday’s closing value of $1.30. After the Nasdaq opened on Tuesday, per-share value quickly reached $2 — an increase of 53.85 percent in less than 24 hours — apparently in response to the acquisition announcement. Except for a temporary, and negligible, rise to $2.01, the share value remained stable through Tuesday’s closing.

Even before NOOF’s share value reached its highest point since March 4, 2011, the New York law firm Newman Ferrara LLP — specialists in class-action consumer lawsuits, securities fraud and shareholder litigation — announced it was “investigating potential claims” against New Frontier’s board of directors.

“Newman Ferrara LLP’s investigation concerns whether New Frontier’s board of directors has breached its fiduciary duties by failing to act in the best interests of New Frontier’s shareholders and failing to adequately shop New Frontier before entering into the proposed transaction with LFP,” a prepared statement noted.

The firm appears to be shopping for plaintiffs, as the statement encouraged “concerned investors” to get in touch by phone or email to “discuss this investigation, their rights or potential remedies.”

On Oct. 9, the firm floated a similar investigation of Alliance Financial Corporation, which the previous day had announced its agreement to be acquired by NBT Bancorp Inc.

Newman Ferrara made adult-industry headlines in August, when a federal judge in Dallas dismissed as frivolous its class-action lawsuit claim that online dating giant Match.com LLC deceived and defrauded paying members by failing to police database listings for legitimacy.

The law firm was not specific about why it suspects misfeasance in the New Frontier-LFP agreement, but it may believe NOOF’s per-share price will rise above the LFP’s $2.02 offer before the companies complete the acquisition. The companies expect to consummate their deal before the end of the year.

The acquisition announcement followed what New Frontier characterized as “a comprehensive review of strategic alternatives to maximize shareholder value undertaken by the special committee of independent members of New Frontier Media’s board of directors.” Earlier this year, after receiving unsolicited buyout offers from Longkloof and adult industry conglomerate Manwin, New Frontier formed a special committee and retained financial and legal advisors to evaluate strategic and financial alternatives. After a what the board called “a thorough assessment,” the special committee unanimously recommended and the board of directors unanimously approved shareholders tendering their shares to LFP.

“This announcement represents a very positive outcome for our shareholders, who will receive complete liquidity for their shares at a very significant premium,” the board stated as part of Monday’s announcement. “We also believe this transaction with LFP Broadcasting creates a great opportunity for our organization, cable television partners and customers as two of the premier adult media broadcasting companies join forces.”

The agreement requires LFP to commence a tender offer by Oct. 29. The offer will expire at midnight Eastern Time on the 20th business day following the commencement date — on or about Nov. 27. The entire deal is contingent upon satisfaction of terms and conditions established by the agreement and the U.S. Securities and Exchange Commission. In addition, a majority of New Frontier shareholders must approve the acquisition.

If the deal is consummated, New Frontier will be withdrawn from the public stock markets and become part of a privately held corporation.

  • google-share
Previous Story

Scientists Define Sex Addiction

Next Story

HTML5 Exploit Uses FullScreen API for Phishing Attempts

Leave a Reply Cancel reply

You must be logged in to post a comment.

Sponsor

YNOT Shoot Me

YNOTShootMe.com has exclusive pics from adult industry business events. Check it out!

YNOT Directory

  • Honest Porn Reviews
    Marketing & Traffic Services
  • EXXXOTICA Expo
    News & Resources
  • Ideasonic
    Web Design & Templates
  • Premiere Listing

    Clickadu – Your trusted traffic souce

    More Details

RECENT

POPULAR

COMMENTS

Pineapple Support

Teasy Agency Joins Pineapple Support As Supporter-Level Sponsor

Posted On 13 Jun 2025

ChickPass Amateurs Newbie Corner Features MILF Jess B

Posted On 13 Jun 2025

Stephanie Love Scores Kink Queens Mag Cover & Feature

Posted On 13 Jun 2025

Vanessa, Meet Vivid

Posted On 29 Sep 2014
Laila Mickelwaite and Exodus Cry

Laila Mickelwaite, Exodus Cry and their Crusade Against Porn

Posted On 03 May 2021

Sex Toy Collective Dildo Sculptor

Posted On 19 Mar 2019

Find a good sex toy is now a problem,...

Posted On 18 Mar 2024

Thanks to the variety of sex toys, I can...

Posted On 02 Feb 2024

I understand the concerns about...

Posted On 05 Jan 2024

Sponsor

Sitemap
We use cookies to ensure that we give you the best experience on our website. If you continue to use this site we will assume that you are happy with it.OkPrivacy Policy