- Current report filing (8-K)
October 08 2008 - 4:39PM
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 7, 2008
HUNGARIAN
TELEPHONE AND CABLE CORP.
(Exact
Name of Registrant as Specified in Charter)
Delaware
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1-11484
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13-3652685
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1201 Third Avenue, Suite #3400
Seattle, Washington 98101-3034
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(Address of Principal Executive Offices)
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(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)
:
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 5.02
Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers
(b) Resignations of Directors
On October 7, 2008, Jesper Theill Eriksen and Carsten Dyrup Revsbech
resigned as directors of Hungarian Telephone and Cable Corp. Messrs.
Eriksen and Revsbech are officers of TDC A/S ("TDC"). TDC owns 64%
Hungarian Telephone and Cable Corp.'s outstanding common stock.
(d) Election of Directors
On October 7, 2008, the Board of Directors of Hungarian Telephone and
Cable Corp. elected Jesper Ovesen to its Board of Directors to fill a
vacancy on the Board of Directors created by the resignation of Jesper
Theill Eriksen. Mr. Ovesen is an officer of TDC A/S ("TDC"). TDC owns
64% of Hungarian Telephone and Cable Corp.'s outstanding common
stock. Mr. Ovesen was elected at the request of TDC to replace Mr.
Eriksen. Mr. Eriksen is also an officer of TDC.
On October 7, 2008, the Board of Directors of Hungarian Telephone and
Cable Corp. elected Morten Bull Nielsen to its Board of Directors to
fill a vacancy on the Board of Directors created by the resignation of
Carsten Dyrup Revsbech. Mr. Nielsen is an officer of TDC and was
elected at the request of TDC to replace Mr. Revsbech. Mr. Revsbech is
also an officer of TDC.
Four of the seven directors on Hungarian Telephone and Cable Corp.'s
Board of Directors are employees of TDC and representatives of TDC on
the Hungarian Telephone and Cable Corp. Board of Directors.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press release dated October 8, 2008 announcing the
changes to Hungarian
Telephone and Cable Corp.'s Board of
Directors
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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Date:
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October 8, 2008
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By:
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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
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Description of Document
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99.1
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Press Release dated October 8, 2008 announcing the changes to
Hungarian Telephone and Cable Corp's Board of Directors
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