As filed with the Securities and Exchange Commission on February 5, 1998
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
February 4, 1998
PLAYBOY ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-6813 36-2258830
(State of other (Commission (IRS Employer
jurisdiction of File Number) Identification Number)
incorporation)
680 North Lake Shore Drive 60611
Chicago, Illinois (Zip Code)
(Address of principal executive offices)
(312) 751-8000
(Registrant's telephone number, including area code)
Item 5. Other Events.
On February 4, 1998, Playboy Enterprises, Inc. ("PEI") and Spice
Entertainment Companies, Inc. ("Spice") issued a Press Release announcing they
had entered into an agreement whereby PEI will acquire all of the outstanding
shares of Spice for cash and PEI stock. Spice shareholders will retain ownership
of Spice's digital operations center for video and Internet broadcasts, certain
rights to a library of adult films, and Spice's option to acquire the
outstanding stock of Emerald Media, Inc. Consummation of the proposed
transaction is subject to due diligence review, receipt of necessary
governmental approvals, definitive documentation, working capital and tax
adjustments, approval of the proposed transaction by the Board of Directors of
PEI and Spice and the stockholders of Spice, receipt of a fairness opinion by
Spice and other customary closing conditions. Closing of the transaction is
expected to occur during the second calendar quarter of 1998, however, there is
no assurance that any definitive agreement regarding the sale of Spice will be
reached or that the transaction will be completed. A copy of the Press Release
is attached as Exhibit 99.1 hereto and is incorporated by reference.
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Item 7. Financial Statements and Exhibits.
The following exhibit is filed as part of this report:
99.1 Text of Press Release dated February 4, 1998
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Playboy Enterprises, Inc. has duly caused this Current Report on Form 8-K to be
signed on its behalf by the undersigned thereunto duly authorized.
PLAYBOY ENTERPRISES, INC.
By /s/ Linda G. Havard
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Linda G. Havard
Executive Vice President,
Finance and Operations and
Chief Financial Officer
Date: February 5, 1998
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EXHIBIT INDEX
Exhibit
Number Document Description
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99.1 Text of Press Release dated February 4, 1998
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