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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 25, 2005
New Frontier Media, Inc.
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(Exact name of registrant as specified in its charter)
Colorado
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(State or Other Jurisdiction of Incorporation)
0-23697 84-1084061
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(Commission File Number) (IRS Employer Identification Number)
7007 Winchester Circle, Suite 200, Boulder, Colorado 80301
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(Address of Principal Executive Offices)
(303) 444-0900
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(Registrant's Telephone Number, Including Area Code)
N/A
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(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 (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13-e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02 Results of Operations and Financial Condition.
On May 25, 2005, New Frontier Media, Inc., a Colorado corporation (the
"Registrant") issued the attached press release that included financial
information for its fourth fiscal quarter of fiscal 2005. A copy of the press
release is attached as Exhibit 99.1 to this Report on Form 8-K. The information
contained in the press release is being furnished to the Commission and shall
not be deemed incorporated by reference into any of the Company's registration
statements or other filings with the Commission.
The press release presents EBITDA - - a non-GAAP financial measure. For purposes
of Regulation G, a non-GAAP financial measure is a numerical measure of a
registrant's historical or future financial performance, financial position or
cash flows that exclude amounts, or is subject to adjustments that have the
effect of excluding amounts, that are included in the most directly comparable
measure calculated and presented in accordance with GAAP in the statement of
income, balance sheet or statement of cash flows (or equivalent statements) of
the issuer. In this regard, GAAP refers to generally accepted accounting
principles in the United States. Pursuant to the requirements of Regulation G,
the Registrant has provided a reconciliation within the earnings release of the
non-GAAP financial measure to the most directly comparable GAAP financial
measure.
EBITDA measures the amount of income generated each period by the Registrant
that could be used to service debt, pay taxes and fund capital expenditures. It
is important to note, however, that EBITDA does not represent cash provided or
used by operating activities. EBITDA should not be considered in isolation or as
a substitute for measures of performance prepared in accordance with GAAP.
EBITDA is presented in the press release because the Registrant's management
uses this information in evaluating the operating efficiency and overall
financial performance of its business. The Registrant's management also believes
that this information provides the users of the Registrant's financial
statements a valuable insight into its operating results.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
Exhibit 99.1 Press release issued by New Frontier Media, Inc. dated
May 25, 2005
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this Report to be signed on its behalf
by the undersigned hereunto duly authorized.
NEW FRONTIER MEDIA, INC.
(Registrant)
Dated: May 25, 2005 By: /s/ Michael Weiner
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Michael Weiner, CEO
EXHIBIT INDEX
Exhibit No. Exhibits.
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99.1 Press Release issued by New Frontier Media, Inc. dated May 25, 2005