Playboy, Inc. (PLBY): Nasdaq/NYSE listing notice — PLBY Group completes $13.5M sale of Lovers, receives Nasdaq bid price deficiency notice

Playboy, Inc.

Sold TLA/Lovers for $13.5M cash to affiliate of Flynt Management Group; net proceeds ~$12.5M after ~$1M transaction costs.
Credit agreement amended: allows PIK interest election (cash pay SOFR+1%, remainder capitalized) through Aug 31, 2025.
Nasdaq notified PLBY stock bid below $1 for 30 consecutive days; 180-day cure period until May 1, 2024.
Pro forma shows TLA classified as discontinued ops; book gain of ~$9M on sale recognized in stockholder equity.
If not compliant by May 2024, PLBY may transfer to Nasdaq Capital Market or effect reverse stock split to cure.

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Key facts

Extracted from this filing and checked against the source text.

Listing & Compliance Notices SEC 8-K Item 3.01 confidence 0.99

Playboy, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5450(a)(1), 5810(c)(3)(A)).

Exchange: nasdaq
Notice: deficiency notice
Deficiency: minimum bid price
Rules: 5450(a)(1), 5810(c)(3)(A)

Exact text from the filing

November 3, 2023, the Company received a letter (the “Nasdaq Staff Deficiency Letter”) from The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, for the prior thirty consecutive business days, the bid price for the Company’s common stock had closed below the minimum $1.00 per share requirement for continued listing on The Nasdaq Global Market under Nasdaq Listing Rule 5450(a)(1). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial period of 180 calendar days, or until May 1, 2024, to regain compliance. The letter states that the Nasdaq staff will p

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Playboy, Inc. completed a disposition involving LV Holding, LLC for aggregate cash consideration of approximately $13.5 million (closed 2023-11-03).

Action: disposition
Counterparty: LV Holding, LLC
Consideration: aggregate cash consideration of approximately $13.5 million
Closing: 2023-11-03

Exact text from the filing

Purchase Agreement, at the closing of the Sale (the “Closing”), Buyer acquired all of the capital stock of TLA from the Seller for aggregate cash consideration of approximately $13.5 million, subject to certain adjustments. In accordance with the Purchase Agreement, approximately $2.1 million of the cash consideration was placed in a short-term escrow account at

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Playboy, Inc. amended First Amendment with DBD Credit Funding LLC (effective 2023-11-02).

Action: amendment
Agreement: credit facility
Counterparty: DBD Credit Funding LLC
Effective: 2023-11-02

Exact text from the filing

the Company entered into Amendment No. 1 (the “First Amendment”), dated as of November 2, 2023, to the Amended and Restated Credit and Guaranty Agreement

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Playboy, Inc. filing history →

Source: SEC EDGAR

accession 0001803914-23-000099

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