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): December 23, 2002
______________
PLAYBOY ENTERPRISES, INC.
______________
(Exact Name of Registrant as Specified in Charter)
DELAWARE 1-6813 36-4249478
- ----------------------------- --------------------- -------------------
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) 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
As previously reported, on December 24, 2002, Playboy Enterprises, Inc.
("Playboy") completed the restructuring of its joint ventures with Claxson
Interactive Group Inc. ("Claxson") and its affiliates for the ownership and
operation of Playboy TV networks outside of the United States and Canada,
including Playboy TV - Latin America, LLC, which will operate the venture's
international networks that are in Latin America and Iberia. Pursuant to the
restructuring, affiliates of Playboy and Claxson entered into (i) a Second
Amended and Restated Operating Agreement for Playboy TV - Latin America, dated
as of December 23, 2002 and effective as of April 1, 2002, by and between
Playboy Entertainment Group, Inc. and Lifford International Co. Ltd. (BVI) and
(ii) a Program Supply and Trademark License Agreement, dated as of December
23, 2002 and effective as of April 1, 2002, by and between Playboy
Entertainment Group, Inc. and Playboy TV - Latin America, LLC. The Second
Amended and Restated Operating Agreement is attached hereto as Exhibit 10.1
and the Program Supply and Trademark License Agreement is attached hereto as
Exhibit 10.2.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
Exhibit Number Description
# 10.1 Second Amended and Restated Operating Agreement
for Playboy TV - Latin America, LLC, effective
as of April 1, 2002, by and between Playboy
Entertainment Group, Inc. and Lifford
International Co. Ltd. (BVI).
# 10.2 Playboy TV - Latin America Program Supply and
Trademark License Agreement, dated as of
December 23, 2002 and effective as of April 1,
2002, by and between Playboy Entertainment
Group, Inc. and Playboy TV - Latin America, LLC.
- ----------------------
# Portions of this exhibit have been omitted pursuant to a request for
confidential treatment filed with the Securities and Exchange Commission.
The omissions have been indicated by asterisks ("***"), and the omitted
text has been filed separately with the Securities and Exchange
Commission.
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: February 12, 2003 PLAYBOY ENTERPRISES, INC.
By: /s/ Linda G. Havard
-----------------------------
Linda G. Havard
Executive Vice President,
Finance and Operations, and
Chief Financial Officer
EXHIBIT INDEX
Exhibit Number Description
# 10.1 Second Amended and Restated Operating Agreement for
Playboy TV - Latin America, LLC, effective as of
April 1, 2002, by and between Playboy Entertainment
Group, Inc. and Lifford International Co. Ltd. (BVI).
# 10.2 Playboy TV - Latin America Program Supply and
Trademark License Agreement, dated as of December
23, 2002 and effective as of April 1, 2002, by and
between Playboy Entertainment Group, Inc. and
Playboy TV - Latin America, LLC.
- ---------------------------
# Portions of this exhibit have been omitted pursuant to a request for
confidential treatment filed with the Securities and Exchange Commission.
The omissions have been indicated by asterisks ("***"), and the omitted
text has been filed separately with the Securities and Exchange
Commission.