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EX-99.1 - EX-99.1 - MONITRONICS INTERNATIONAL INCa12-25348_1ex99d1.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 26, 2012

 

MONITRONICS INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

 

Texas

 

333-110025

 

74-2719343

(State or other jurisdiction of

 

(Commission

 

(I.R.S. Employer

incorporation or organization)

 

File Number)

 

Identification No.)

 

2350 Valley View Lane, # 100

Dallas, Texas 75234

(Address of principal executive offices and zip code)

 

Registrant’s telephone number, including area code: (972) 243-7443

 

 

(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 (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 7.01.  Regulation FD Disclosure.

 

On October 26, 2012, Ascent Capital Group, Inc. (“Ascent”) issued a press release announcing that Monitronics International, Inc. (“Monitronics”), a wholly-owned subsidiary of Ascent, had acquired approximately 93,000 recently created subscriber accounts from Pinnacle Security for a purchase price of $131 million (after giving effect to certain purchase price adjustments). Monitronics used its existing revolving credit facility and issued $30 million of incremental Term B debt to fund the acquisition. Monitronics expects to refinance the revolver though a new Senior Secured Term B offering. For more information regarding this acquisition, please see the press release attached hereto as Exhibit 99.1.

 

This Item 7.01 of this Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 are being furnished to the Securities and Exchange Commission under Item 7.01 of Form 8-K in satisfaction of the public disclosure requirements of Regulation FD and shall not be deemed “filed” for any purpose.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)          Exhibits.

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release issued by Ascent Capital Group, Inc. on October 26, 2012

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: October 26, 2012

 

 

MONITRONICS INTERNATIONAL, INC.

 

 

 

 

 

 

 

By:

/s/ William E. Niles

 

 

Name:

William E. Niles

 

 

Title:

Executive Vice President and Secretary

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release issued by Ascent Capital Group, Inc. on October 26, 2012

 

4