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EX-4.2 - EXHIBIT 4.2 - MGT CAPITAL INVESTMENTS, INC. | v305671_ex4-2.htm |
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) March 12, 2012 (March 8, 2012)
MGT Capital Investments, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware | 0-26886 | 13-4148725 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
500 Mamaroneck Avenue, Suite 204
Harrison, NY 10528
(Address of principal executive offices, including zip code)
(914) 630-7430
(Registrant’s Telephone Number, Including Area Code)
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)) |
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Item 8.01. Other Events
On March 8, 2012, MGT Capital Investments, Inc.’s (the “Company”) majority owned subsidiary Medicsight Limited circulated a Proposed Consolidation of the Existing Ordinary Shares and Notice of General Meeting (the “Circular”) to its shareholders as part of a reverse split of its ordinary shares.
The forgoing description is qualified in its entirety by reference to the full text of the Circular attached hereto as Exhibit 4.2 and is hereby incorporated by reference.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired
Not applicable.
(b) Pro forma Financial Information
Not applicable.
(c) Shell Company Transactions
Not applicable.
(d) Exhibit
Exhibit | ||
No. | Description | |
4.2 | Medicsight Limited Proposed Consolidation of the Existing Ordinary Shares and Notice of General Meeting |
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.
Dated: March 12, 2012 | MGT CAPITAL INVESTMENTS, INC. | ||
By: | /s/ Robert B. Ladd | ||
Name: Robert B. Ladd | |||
Title: President and CEO | |||
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