Form 8-K
U.S. 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) December 31, 2002
PRIVATE MEDIA GROUP, INC.
(Exact Name of Registrant as Specified in its Charter)
Nevada |
|
0-25067 |
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87-0365673 |
(State or other jurisdiction of incorporation or organization) |
|
(Commission file number) |
|
(I.R.S. Employer Identification
Number) |
Carrettera de Rubì 22-26, 08190 Sant Cugat del Vallès,
Barcelona, Spain
(Address of principal executive offices)
34-93-590-7070
Issuers telephone number
Item 4. Acquisition or Disposition of Assets
Effective December 31, 2002, Fraserside Holdings Limited (Purchaser) a wholly-owned subsidiary of
Private Media Group, Inc. (the Company) completed the purchase all of the outstanding stock of Barbuda B.V., from Luthares Investments N.V. and Stichting de Oude Waag, companies indirectly beneficially owned by the Companys
principal shareholder, whose principal asset is an approximately 9,700 square meter office facility located in Barcelona, Spain, currently under construction. The Company intends to occupy this property as its headquarters upon completion of
construction, expected in June 2004.
The consideration paid by Purchaser to the seller for the stock is a
Promissory Note in the amount of EUR 16,000,000, due and payable on or before December 31, 2003, subject to adjustment following closing to reflect the fair value of the assets acquired, net of liabilities. A refundable deposit made by Purchaser
prior to the closing in the amount of EUR 3,500,000 is also being fully credited against the EUR 16,000,000 Promissory Note. The fair market value of the principal asset, the real estate, is based upon independent appraisals.
Item 7. Financial Statements and Exhibits
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10.1. |
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Share Purchase Agreement dated as of December 9, 2002, by and among Fraserside Holdings Limited, Luthares Investments
N.V. and Stichting de Oude Waag. |
The financial statements and additional information specified by
Rule 3-14 of SEC Regulation S-X will be filed on or before March 17, 2003, in accordance with SEC rules and regulations.
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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 thereunto duly
authorized.
PRIVATE MEDIA GROUP, INC. (Registrant) |
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/s/ JOHAN GILLBORG
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Johan Gillborg, Chief Financial
Officer |
Date: January 14, 2003
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