As filed with the Securities and Exchange Commission on April 9, 1999 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------- FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 1999 Playboy Enterprises, Inc. (Exact name of registrant as specified in its charter) Delaware 1-14790 36-4249478 (State or other (Commission File Number) (IRS Employer jurisdiction Identification No.) of incorporation) 680 North Lake Shore Drive, Chicago, 60611 Illinois (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code: (312) 751-8000 ------------------------------------------ (Former name or former address, if changed since last report) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Item 2. Acquisition or Disposition of Assets On March 15, 1999, the Registrant filed its original Form 8-K with respect to its acquisition of Spice Entertainment Companies, Inc., a Delaware corporation ("Spice"). This Form 8-K/A is filed to furnish audited consolidated financial statements of Spice and unaudited pro forma financial information of the Registrant giving effect to the Registrant's acquisition of Spice. The original Form 8-K is also amended so that the information reported under Item 5 is deemed reported under Item 2. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (a) Financial Statements of Business Acquired The audited consolidated financial statements of Spice for the years ended December 31, 1998, 1997 and 1996 are attached to this Form 8-K/A as Exhibit 99.1. (b) Pro Forma Financial Information The unaudited pro forma financial information of the Registrant for the fiscal year ended December 31, 1998, giving effect to the Registrant's acquisition of Spice, is attached to this Form 8-K/A as Exhibit 99.2. (c) Exhibits Exhibit Number Description ------- ----------- 23 Consent of Grant Thornton LLP 99.1 Audited Consolidated Financial Statements of Spice Entertainment Companies, Inc. for the years ended December 31, 1998, 1997 and 1996 99.2 Unaudited Pro Forma Financial Information of Playboy Enterprises, Inc. for the fiscal year ended December 31, 1998 2 SIGNATURE 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, thereunto duly authorized. Playboy Enterprises, Inc. /s/ Howard Shapiro By: _________________________________ Name: Howard Shapiro Title: Executive Vice President, Law and Administration, General Counsel and Secretary Date: April 8, 1999 3 INDEX TO EXHIBITS Exhibit Page Number Description Number ------- ----------- ------ 23 Consent of Grant Thornton LLP ................................ 5 99.1 Audited Consolidated Financial Statements of Spice Entertainment Companies, Inc. for the years ended December 31, 1998, 1997 and 1996 .......................................... F-1 99.2 Unaudited Pro Forma Financial Information of Playboy Enterprises, Inc. for the fiscal year ended December 31, 1998 .............................................................. F-27 4