Home > News > New Frontier Media Settles Proxy Contest, Related Litigation • Bookmark   • Newsletters   • Register Search Options


New Frontier Media Settles Proxy Contest, Related Litigation

 New Frontier Media Settles Proxy Contest, Related Litigation
Get XBIZ News
Jul 12, 2012 9:00 PM PDT    Text size: 

BOULDER, Colo. -- New Frontier Media Inc. said Thursday evening that it has settled its proxy contest and legal battle with Longkloof Ltd.

Adult transactional TV distributor New Frontier Media reached a settlement agreement with the Channel Islands-based Longkloof, according to a press release.

The settlement ends a proxy contest waged by Longkloof and closes ongoing litigation between the two companies.

Longkloof, which owns 15.9 percent of New Frontier Media, made an unsolicited offer to acquire the remaining outstanding shares of New Frontier Media earlier this year.

The proxy battle included a bid by a Longkloof firm to nominate four people to New Frontier Media's six-person board of directors and ended up at U.S. District Court in Denver.

As part of the settlement agreement, Longkloof said it would withdraw the board nomination and not support any board candidates not recommended by New Frontier for the remainder of 2012, according to the release.

Also, if New Frontier Media does not engage in a sale, merger or change of control by Dec. 31, Longkloof would have the right to nominate one person to New Frontier's board for a term expiring at the 2013 annual shareholder meeting.

All pending litigation between the respective parties will be dismissed without prejudice and without admission of any wrongdoing.

"We are pleased to have reached this mutually beneficial agreement with the Longkloof parties, and believe that this settlement, which avoids a potentially costly and distracting proxy contest and the related litigation, is in the best interests of New Frontier Media and our shareholders," New Frontier said in a statement.

"With these matters now fully resolved, the special committee can concentrate entirely on its ongoing strategic review process, which encompasses evaluating, among other options, acquisition proposals received from the Longkloof parties and other parties."

Longkloof, which has been identified as a division of London-based Hosken Consolidated Investments, made claims in June against New Frontier Media's management because its board breached fiduciary duties in denying Longkloof's nomination of a slate of four directors and in stonewalling Longkloof's previously announced offer to acquire the company.

Longkloof's made an offer to bid $1.75 a share for shares it doesn't already own, topping a competing bid by Manwin, which offered $1.50 a share.

More ways to get XBIZ News:  RSS Feeds  |  E-Newsletters  |  Desktop Widget  |  Mobile
Looking for porn star news and behind-the-scene videos? Check out XFANZ.com !


How Advertisers Use Your Devices to Sell You Stuff

The paranoia has reached an all-time high. Now some people actually believe that their microwave ovens are spying on them — despite the fact they don’t have any listening devices or cameras.... More »

As Mobile Grows, So Does Need to Push Sales

The number of consumers browsing and buying online will reach 270 million by 2020, driven largely by activity on mobile devices, according to Forrester. Business is booming and the fact that most purchases... More »

With AI, Routine Tasks Start Fading Away

I just turned 42. The list of things I may never do again is growing fast. I no longer dream that I will become an Olympian in any sport except archery or horseback riding. The oldest Olympians in those... More »
Stay informed of the latest industry developments. Get XBIZ newsletters delivered to your inbox. Subscribe today!
Enter email address:

* To manage existing subscriptions click here.

Submit your press release to
multiple news outlets with 1 click.
Subscribe to RSS news feeds or
add free content to your website.
Access XBIZ news and articles
with your mobile device.
Subscribe to XBIZ World magazine, the industry's leading e-commerce trade publication, delivering in-depth coverage of the online, mobile and ancillary digital markets.


XBIZ.net Paysite Meetup

May 04 - May 04
Prague, Czech Republic

Eurowebtainment 2017

May 17 - May 20
Majorca, Spain

XBIZ Retreat

May 30 - Jun 03
Miami, Florida

XBIZ Miami 2017

May 30 - Jun 02
Miami, Florida
Everyday thousands of business professionals browse XBIZ's industry directory for quality products and services. Not listed yet? Your company could be losing potential new business. Submit your company today!
Use XBIZ RSS feeds to stay informed of the latest industry developments or as a content syndication tool for your website!