Hungarian Telephone & Cable Corp - Current report filing (8-K)
October 18 2007 - 8:18AM
Edgar (US Regulatory)
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): October 18,
2007
HUNGARIAN
TELEPHONE AND CABLE CORP.
(Exact
Name of Registrant as Specified in Charter)
Delaware
|
1-11484
|
13-3652685
|
(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
1201
Third
Avenue, Suite #3400
Seattle,
Washington 98101-3034
(Address
of Principal Executive Offices)
(206)
654-0204
(Registrant’s
telephone number, including area code)
Not
applicable
(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):
|
o
|
Written
communications 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 CFR
240.14d-2(b))
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|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
2.01 Completion of Acquisition or Disposition of Assets
On
October
18, 2007 Hungarian Telephone and Cable Corp. (the “Company”) completed its
acquisition of the Hungarian business of Tele2 ("Tele2"), the Swedish-based
alternative telecom operator.
The
Company purchased the entire equity interests in Tele2's Hungarian subsidiary
Tele2 Magyarorszag Kft. ("Tele2 Hungary") for EUR 4 million in cash
(approximately $5.7 million), which will be adjusted for the net debt and net
working capital of Tele2 Hungary.
Item
7.01 Regulation FD Disclosure
*
Hungarian
Telephone and Cable Corp. issued a press release today announcing the completion
of the acquisition of the Hungarian business of Tele2, the Swedish-based
alternative telecom operator.
Item
9.01 Financial Statements and Exhibits*
(a)
Financial Statements of Businesses Acquired
In
accordance with Item 9.01(a)(4) of Form 8-K, any financial statements required
by Item 9.01(a) will be filed by amendment not later than 71 days after the
date
that this Current Report on Form 8-K is required to be filed.
(b)
Pro-Forma Financial Information
In
accordance with Item 9.01(a)(4) of Form 8-K, any pro forma financial statements
required by Item 9.01(b) will be filed by amendment not later than 71 days
after
the date that this Current Report on Form 8-K is required to be
filed.
(d)
Exhibits
2.1 Business
Quota Sale and Purchase Agreement dated as of July 6, 2007 between Tele2 Europe
S.A. and Invitel Tavkozlesi Szolgaltato Zrt. (relating to the sale and purchase
of the entire business quota in Tele2 Magyarorszag Kft.), filed as Exhibit
2.1
to Hungarian Telephone and Cable Corp's Quarterly Report on Form 10-Q for the
quarter ended June 30, 3007 and incorporated herein by reference.
99.1
Press Release dated October 18, 2007.
*
The
information furnished under Item 7.01 of this Current Report on Form 8-K,
including the exhibit attached hereto as Exhibit 99.1 under Item 9.01, shall
not
be deemed to be "filed" for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act") or otherwise subject
to
the liabilities of that section, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, or the Exchange Act,
except as shall be expressly set forth by specific reference in such
filing.
SIGNATURE
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, thereunto
duly authorized.
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HUNGARIAN
TELEPHONE AND CABLE CORP.
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/s/
Peter T. Noone
|
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Peter
T. Noone
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General
Counsel
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HUNGARIAN
TELEPHONE AND CABLE CORP.
Exhibit
Index
Exhibit
Number
|
Description
of Document
|
|
99.1
|
Press
Release dated October 18, 2007
|
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