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New Frontier Media 8-K 2012

Documents found in this filing:

  1. 8-K
  2. Ex-99.1
  3. Ex-99.1

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

May 2, 2012

Date of Report (Date of earliest event reported)

 

New Frontier Media, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Colorado

 

000-23697

 

84-1084061

(State or Other Jurisdiction
of Incorporation)

 

(Commission File No.)

 

(IRS Employer
Identification No.)

 

6000 Spine Road, Suite 100, Boulder, CO 80301

(Address of principal executive offices)

 

(303) 444-0900

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o            Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

x          Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 8.01              Other Events.

 

On May 2, 2012, New Frontier Media, Inc. announced that an entity affiliated with South African conglomerate Hosken Consolidated Investments has submitted a notice indicating its intention to nominate four individuals for election to New Frontier Media’s Board of Directors at the New Frontier Media 2012 Annual Meeting of Shareholders. New Frontier Media is reviewing the notice to determine whether it complies with New Frontier Media’s bylaws and applicable law. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01              Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit 
No.

 

Exhibit Description

99.1

 

Press Release issued by New Frontier Media, Inc., dated May 2, 2012

 

2



 

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.

 

Date: May 2, 2012

NEW FRONTIER MEDIA, INC.

 

 

 

 

 

 

 

By:

/s/ Marc Callipari

 

Name: Marc Callipari

 

 

Title: Chief Legal Officer

 

 

3



 

Exhibit No.

 

Exhibit Description

99.1

 

Press Release issued by New Frontier Media, Inc., dated May 2, 2012

 

4


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