SECURITIES
AND EXCHANGE COMMISSION
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Delaware | 0-1460 | 06-0659863 | |||
(State or Other Jurisdiction of | (Commission File Number) | (IRS Employer Identification No.) | |||
Incorporation) |
405 Park Avenue | |||
Suite 1202 | |||
New York, New York | 10022 | ||
(Address of Principal | (Zip Code) | ||
Executive Offices) | |||
Registrants telephone number, including area code | (212) 826-8942 |
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Item 7. | Financial Statements, Pro Forma Financial Information and Exhibits |
(a) | Financial Statements of Business Acquired |
None. |
(b) | Pro Forma Financial Information |
None. |
(c) | Exhibits |
99.1 | Selected slides from the Wiring Moscow presentation sponsored by Andersen Group, Inc. |
Item 9. | Regulation FD Disclosure. |
On June 25, 2002, Andersen Group, Inc. (the Company) sponsored Wiring Moscow, a presentation on the state and future of the broadband communications market in Moscow. At the presentation the speakers discussed a number of topics including the following: Acquisition of 100% Interest in CCTVIn connection with the Companys contemplated acquisition of ComCor-TV (CCTV) through a purchase of the 50% of CCTV currently owned by Moscow Telecommunications Corporation (COMCOR) and substantially all the 75% equity position in Moscow Broadband Communication Ltd. (MBC) that it does not presently own, the Company intends to file a proxy statement with the Securities and Exchange Commission seeking shareholder approval for (i) issuance of additional shares of the Companys common stock, (ii) the acquisition of MBC interests and (iii) the acquisition of the remaining half of CCTV not currently owned by MBC. The estimated date for filing of the preliminary proxy is July 2002. Financing OptionsIt is anticipated that it will cost US$200 million, including cost per home (US$55-73), infrastructure and working capital, over three years in order to build out CCTVs license to provide broadband services to 1.5 million homes in the Moscow region. In order to provide sufficient capital for these costs, the Company may undertake either a private placement or underwritten public offering. CCTV may undertake a private placement or seek out a strategic investor or vendor financing. Competitive LandscapeAmong owners of home computers in Chertanovo and Khamovniki, CCTV has a 27.5 % market share for Internet access services. 2 |
Preliminary Pro Forma Consolidated Condensed Balance Sheet |
(in thousands) | Cash and short term investments | $ 15,027 | |||
(unaudited) | Other current assets | 4,827 | |||
Property, plant and equipment, net | 18,105 | ||||
Intangible assets, net | 21,785 | ||||
Investments in IAS and Other assets | 11,960 | ||||
Total assets | $ 71,704 | ||||
Total current liabilities | $ 4,073 | ||||
Long-term debt, less current maturities | 2,158 | ||||
Other liabilities and deferred income taxes | 4,592 | ||||
Total liabilities | 10,823 | ||||
Total stockholders equity | 60,881 | ||||
Total liabilities and stockholders equity | $ 71,704 | ||||
Other InformationIn addition to the topics summarized above, the Company also discussed its Network growth and rollout strategy as well as certain financial projections as seen in the selected slides from the presentation attached hereto as Exhibit 99.1 and incorporated herein by reference. 3 |
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. |
Andersen Group, Inc. (Registrant) | ||
Date: June 25, 2002 | /s/ Andrew M. OShea Name: Andrew M. OShea Title: Chief Financial Officer |
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