0001104659-07-051413.txt : 20070629 0001104659-07-051413.hdr.sgml : 20070629 20070629172306 ACCESSION NUMBER: 0001104659-07-051413 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070628 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070629 DATE AS OF CHANGE: 20070629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MGT CAPITAL INVESTMENTS INC CENTRAL INDEX KEY: 0001001601 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 133758042 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32698 FILM NUMBER: 07952059 BUSINESS ADDRESS: STREET 1: KENSINGTON CENTRE STREET 2: 66 HAMMERSMITH ROAD CITY: LONDON STATE: X0 ZIP: W14 8UD BUSINESS PHONE: 011 44 207 605 7950 MAIL ADDRESS: STREET 1: KENSINGTON CENTRE STREET 2: 66 HAMMERSMITH ROAD CITY: LONDON STATE: X0 ZIP: W14 8UD FORMER COMPANY: FORMER CONFORMED NAME: MEDICSIGHT INC DATE OF NAME CHANGE: 20021113 FORMER COMPANY: FORMER CONFORMED NAME: HTTP TECHNOLOGY INC DATE OF NAME CHANGE: 20001016 FORMER COMPANY: FORMER CONFORMED NAME: INTERNET HOLDINGS INC DATE OF NAME CHANGE: 19980520 8-K 1 a07-17898_18k.htm 8-K

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) June 28, 2007

MGT Capital Investments, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-26886	13-4148725
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

Kensington Centre, 66 Hammersmith Road, London,
United Kingdom		W14 8UD
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code 011-44-20-7605-7950

(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:

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 8.01. Other Events

On June 28, 2007, the Company sent the exhibited letter to its Stockholders.

Item 9.01. Financial Statements and Exhibits

The letter to Stockholders is filed as Exhibit 1 to this report on Form 8-K and is incorporated herein by reference.

(d) Exhibit.

1 Letter to Stockholders

SIGNATURE

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

	MGT CAPITAL INVESTMENTS, INC.


	By:	/s/ TIM PATERSON-BROWN
		Tim Paterson-Brown
		Chief Executive Officer
Date: June 29, 2007

EX-1 2 a07-17898_1ex1.htm EX-1

Exhibit 1

Dear Stockholder

You may well have seen some press over the last two weeks relating to the Initial Public Offering (“IPO”) of our subsidiary, Medicsight PLC on the London Stock Exchange’s Alternative Investment Market (“AIM”).

The reasons for the Medicsight PLC floatation were:

1. to raise a net $60M in Medicsight PLC - which means that Medicsight PLC will require no further funding from MGT;

2. to use part of the IPO proceeds to repay the final piece of debt (approximately $11.5M) back to MGT;

3. to leave sufficient funds in Medicsight PLC for working capital and business development.

I am delighted to announce that the IPO was completed on schedule and Medicsight PLC’s shares were listed on the AIM exchange on June 21 under the ticker symbol “MDST”.

Immediately prior to the IPO, MGT sold down 11.7M Medicsight PLC shares in a private placement at £1.10, yielding net cash proceeds of $24M to MGT. This left MGT with 85M Medicsight PLC shares which will have a valuation of £1.10 to £3.50 on a 3 year target range.

These actions had the benefit of:

a. releasing significant cash for future MGT investments;

b. crystallising a market value for the remaining 85M Medicsight shares that we hold;

c. reducing the MGT holding in Medicsight to a 55% controlling stake.

Post these transactions, MGT could have a current and potential Net Asset Value as follows:

MGT Net Asset Values ($000)	Jun 21		3 Year Target

Cash and Equivalents	$	42,000	$	42,000
Medicsight - 85M shares (£1.10 to £3.50)	$	185,130	$	589,050
Medicexchange - 22.5M shares (£1.25 to £2.50)	$	55,600	$	111,199
Net asset value	$	282,730	$	742,249

Per share (38.9M shares)	$	7.27	$	19.08

This does not include the full potential upside value in our cash investments or to our investment in Medicexchange. I am pleased to report that the investment in Medicexchange is beginning to reach fruition and we are generating substantial well targeted traffic to the website together with a wide variety of products for sale. Our planned sales will come both from on-line and off-line transactions as well as advertising revenues. We will be testing a variety of pricing strategies over the next few months, all of which I hope will have a positive impact on our value.

We have refreshed our websites and you may wish to review the press cuttings and other dialogue relating to these events. www.mgtci.com www.medicsight.com www.medicexchange.com

Thank you for your continued support.

Kind regards

Yours sincerely

TIM PATERSON-BROWN

Chairman and Chief Executive Officer