As filed with the Securities and Exchange Commission on March 8, 2006
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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): March 6, 2006
METROMEDIA INTERNATIONAL GROUP, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-5706 58-0971455
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(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
8000 Tower Point Drive, Charlotte, NC 28227
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (704) 321-7380
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(Former name or former address, if changed since last report)
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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))
Item 7.01. Regulation FD Disclosure
The Judgment (hereinafter defined) referenced under Item 8.01 (Other
Events) of this Current Report on Form 8-K is attached hereto as Exhibit 20.1.
Item 8.01. Other Events
On March 8, 2006, Metromedia International Group, Inc. (the "Company")
announced that a settlement hearing (the "Settlement Hearing") in the In Re
Fuqua Industries action was held on March 6, 2006 in the Court of Chancery of
the State of Delaware (the "Court"). At the Settlement Hearing, the Court
approved the terms of the settlement memorialized in the Stipulation and
Agreement of Compromise, Settlement and Release of Claims, dated December 30,
2005 (the "Stipulation"), and entered the Order and Final Judgment (the
"Judgment") effectively ending this legal action for the previously agreed upon
$7.0 million settlement (the "Settlement Amount"). Pursuant to the terms of the
settlement, the Settlement Amount will be released from escrow upon expiration
of a 30-day appeal period. Upon distribution from the escrow account, the
Company will receive approximately $4.6 million of the Settlement Amount with
the remaining $2.4 million distributed to the plaintiff's attorneys for fees and
expenses incurred. Since this action was brought on behalf of the Company, the
funds received by the Company from the Settlement Amount will go directly to the
Company and not to individual stockholders.
The press release announcing this matter is attached hereto as Exhibit 99.1
and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
20.1 Order and Final Judgment issued by the Court of Chancery of
the State of Delaware in and for New Castle County, dated
March 6, 2006.
99.1 Press Release of Metromedia International Group, Inc.,
dated March 8, 2006.
SIGNATURE
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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.
METROMEDIA INTERNATIONAL GROUP, INC.
By: /S/ HAROLD F. PYLE, III
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Name: Harold F. Pyle, III
Title: Executive Vice President Finance,
Chief Financial Officer
and Treasurer
Date: March 8, 2006
Charlotte, NC