Bonn Edward J – ‘SC 13D/A’ on 4/2/02 re: New Frontier Media Inc – EX-10

On:  Tuesday, 4/2/02   ·   Accession #:  950133-2-1333   ·   File #:  5-54889

in

this entire Filing. an “Entity” Search.

Show

Documents searched

and

each “hit”. the 1st “hit”.

↓↑Hints

Amendment to General Statement of Beneficial Ownership   —   Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment No. 3 to Schedule 13D                        3     16K 
 2: EX-10       Press Release                                          2      8K 

EX-10   —   Press Release

EX-10
1st Page of 2
TOC
↑Top
Previous
Next
↓Bottom
Just 1st
 
                                                            Contact: Todd Kehrli
                                                                  MKR Group, LLC
                                                                (310) 314 - 3800

FOR IMMEDIATE RELEASE                                                           

 LARGEST SHAREHOLDER OF NEW FRONTIER MEDIA SUBMITS
DEMAND FOR SPECIAL MEETING OF SHAREHOLDERS

------

HOLDER OF OVER 19% OF OUTSTANDING SHARES SEEKS REMOVAL OF BOARD OF
 DIRECTORS AND ELIMINATION OF "POISON PILL" ANTI-TAKEOVER DEVICE

--------------------------------------------

BOULDER, CO, April 2, 2002 - Edward Bonn, the largest shareholder of New        
Frontier Media (NASDAQ: NOOF), announced today that he has submitted a demand   
for a special meeting of the shareholders. Bonn, who is a director of New       
Frontier Media and owns approximately 19% of the Company's outstanding shares,  
is seeking a shareholder vote on the following matters:                         

    -Removal of the current Board of Directors of New Frontier Media and
election of a new slate of directors; and                       

     -Removal of the "Poison Pill" anti-takeover device previously adopted
by New Frontier Media.                                          

"As the largest shareholder of New Frontier Media, I am taking this action today
in an effort to address the important issues facing New Frontier and its        
shareholders," stated Edward Bonn. "I believe it is essential for New Frontier  
Media to identify and retain a new CEO and have an independent board to         
successfully execute on a business plan that will yield value for all           
shareholders. The potential for New Frontier Media is significant, but current  
management over the past several years has demonstrated that they are not       
qualified to undertake such an initiative. Under the supervision of a newly     
constituted Board of Directors, I will encourage the Board to engage in a       
process to identify and retain a new CEO and executive management team that is  
better suited to help New Frontier Media realize its full potential.            

"The traditional methods of corporate governance normally used to accomplishing 
these required changes have met with resistance and delay," continued Mr. Bonn. 
"The time has come to effect the necessary changes through the vote of the      
shareholders -- those who have the most at stake. While I                       

EX-10
Last Page of 2
TOC
1st
Previous
Next
↓Bottom
Just 2nd
will also attempt to continue to work with the existing Board to address these  
important issues, after careful consideration of the shareholders' interests, I 
believe it is appropriate to begin this process to permit the shareholders to   
exercise their will. The shareholders have the most to lose from continued      
ineffective management and the most to gain from a well executed plan -- their  
interests must be paramount in this process, along with the interests of        
employees and customers."                                                       

New Frontier Media, Inc. is a distributor of adult entertainment, utilizing     
various electronic means of distribution.                                       

Mr. Edward Bonn owns approximately 19% of the outstanding shares of New         
Frontier, most of which were acquired in 1999 in connection with New Frontier's 
acquisition of its Internet operations. Mr. Bonn is currently a director of New 
Frontier Media.                                                                 

Acclaim Financial Group LLC is serving as strategic advisor to Mr. Bonn and     
Brobeck, Phleger & Harrison LLP is serving as his legal counsel.                

MR. BONN PRESENTLY PLANS TO FILE A PRELIMINARY PROXY STATEMENT WITH THE         
SECURITIES AND EXCHANGE COMMISSION RELATING TO THE SOLICITATION OF PROXIES FROM 
THE SHAREHOLDERS OF NEW FRONTIER MEDIA FOR USE AT THE SPECIAL MEETING. MR. BONN 
STRONGLY ADVISES ALL NEW FRONTIER MEDIA SHAREHOLDERS TO READ THE PROXY STATEMENT
WHEN IT IS AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. WHEN FILED, 
THE PRELIMINARY PROXY STATEMENT WILL BE AVAILABLE AT NO CHARGE ON THE SEC'S     
WEBSITE AT HTPP:\\ WWW.SEC.GOV. INFORMATION RELATING TO THE PARTICIPANTS IN MR. 
BONN'S PROXY SOLICITATION WILL BE CONTAINED IN THE PRELIMINARY PROXY STATEMENT. 

######

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D/A’ Filing		Date		First		Last			Other Filings
Filed on:		4/2/02		1					DFAN14A
									List all Filings