As filed with the Securities and Exchange Commission on March 9, 1999 ================================================================================ 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 Date of Report (date of earliest event reported): March 8, 1999 PLAYBOY ENTERPRISES, INC. ------------------------- (Exact name of registrant as specified in its charter) DELAWARE 1-6813 36-2258830 -------- ------ ---------- (State or other jurisdiction of (Commission File (IRS Employer incorporation) Number) Identification No.) 680 NORTH LAKE SHORE DRIVE, CHICAGO, ILLINOIS 60611 - --------------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (312) 751-8000 -------------- Not Applicable -------------- (Former name or former address, if changed since last report) ================================================================================ ITEM 5. OTHER EVENTS Playboy Enterprises, Inc. (the "Company") and Spice Entertainment Companies, Inc. ("Spice") have entered into an amendment to the terms of their merger agreement. A copy of this amendment is attached as Exhibit 2.1. On March 8, 1999, the Company and Spice made an announcement regarding the closing of their merger. A copy of the press release of this announcement is attached as Exhibit 99. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of businesses acquired Not applicable. (b) Pro forma financial information Not applicable. (c) Exhibits Exhibit Number Description ------ ----------- 2.1 Second Amendment to the Agreement and Plan of Merger, dated as of February 26, 1999, as amended as of November 16, 1998, by and among the Company, New Playboy, Inc., Playboy Acquisition Corp., Spice Acquisition Corp. and Spice. 99 Press release, dated March 8, 1999, of the Company and Spice. 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, thereunto duly authorized. PLAYBOY ENTERPRISES, INC. By: /s/ Howard Shapiro ---------------------- Name: Howard Shapiro Title: Executive Vice President, Law and Administration, General Counsel and Secretary Dated: March 9, 1999 3 EXHIBIT INDEX Page ---- 2.1 Second Amendment to the Agreement and Plan of Merger, dated as 5 of February 26, 1999, as amended as of November 16, 1998, by and among Playboy Enterprises, Inc., New Playboy, Inc., Playboy Acquisition Corp., Spice Acquisition Corp. and Spice Entertainment Companies, Inc. 99 Press release, dated March 8, 1999, of Playboy Enterprises, Inc. 10 and Spice Entertainment Companies, Inc. 4