UNITED STATES
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
June 19, 2012
Date of Report (Date of earliest event reported)
New Frontier Media, Inc.
(Exact Name of Registrant as Specified in Charter)
Colorado |
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000-23697 |
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84-1084061 |
(State or Other Jurisdiction |
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(Commission File No.) |
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(IRS Employer |
6000 Spine Road, Suite 100, Boulder, CO 80301
(Address of principal executive offices)
(303) 444-0900
(Registrants telephone number, including area code)
N/A
(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:
o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On June 19, 2012, New Frontier Media, Inc.s wholly owned subsidiary, Colorado Satellite Broadcasting, Inc., a Colorado corporation, entered into an amendment (Amendment) to its Amended and Restated Affiliation Agreement for DTH Satellite Exhibition of Cable Network Programming (the Agreement) with DIRECTV, Inc. (DIRECTV). The Amendment extends the base term of the underlying Agreement through August 14, 2012, with automatic 30 day renewals thereafter, provided that DIRECTV may give 30 day advance notice of non-renewal for convenience at the end of any renewal term.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
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Exhibit Description |
99.1 |
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Letter Agreement, between Colorado Satellite Broadcasting, Inc. and DIRECTV, Inc., amending Amended and Restated Affiliation Agreement for DTH Satellite Exhibition of Cable Network Programming. |
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: June 20, 2012 |
NEW FRONTIER MEDIA, INC. | |
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By: |
/s/ Marc Callipari |
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Name: Marc Callipari | |
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Title: Chief Legal Officer |
Exhibit 99.1
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Toby Berlin Vice President Programming Acquisitions |
VIA FACSIMILE 303-527-2872
June 13, 2012
Marc Callipari
Chief Legal Officer
Colorado Satellite Broadcasting, Inc.
7007 Winchester Circle, Suite 200
Boulder, CO 80301
Re: Extension of Affiliation Agreement
Dear Marc:
Reference is made to that certain Amended and Restated Affiliation Agreement for DTH Satellite Exhibition of Cable Network Programming dated as of June 15, 2010 between DIRECTV, LLC (successor in interest to DIRECTV, INC.) (DIRECTV) and COLORADO SATELLITE BROADCASTING, INC. (Programmer) (as amended, the Affiliation Agreement). All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement.
This letter shall memorialize our agreement to extend the Term of the Affiliation Agreement until August 14, 2012, and thereafter the Term shall be extended on a rolling thirty (30) day basis following the August 14, 2012 expiration thereof (i.e., the Term shall automatically extend for successive thirty day periods); provided that, and notwithstanding anything herein or in the Affiliation Agreement to the contrary, DIRECTV shall have the sole right to terminate the Affiliation Agreement upon at least thirty (30) dayss prior written notice to Programmer of its intention not to further extend the Term.
Please sign in the space provided below to confirm your agreement with the foregoing.
Very truly yours,
DIRECTV, LLC |
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/s/ Toby Berlin |
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Toby Berlin (EM) |
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Vice President |
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ACKNOWLEDGED AND AGREED TO: |
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COLORADO SATELLITE BROADCASTING, INC. |
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By: |
/s/ Marc D Callipari |
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Name: Marc D Callipari |
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Title: Chief Legal Officer |
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2230 E. Imperial Hwy El Segundo, CA 90245 Phone: 310-964-4612 Fax: 310-535-5416 tberlin@directv.com