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ASCMA > SEC Filings for ASCMA > Form 8-K/A on 19-Sep-2013All Recent SEC Filings

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Form 8-K/A for ASCENT CAPITAL GROUP, INC.


19-Sep-2013

Regulation FD Disclosure, Financial Statements and Exhibits


Item 7.01. Regulation FD Disclosure.

To supplement the historical and pro forma financial information that has been or is being provided in this Current Report on Form 8-K, Ascent has determined to furnish the additional financial information set forth in Exhibit 99.5 hereto.

The information furnished pursuant to this Item 2.02. Results of Operations and Financial Condition/Item 7.01. Regulation FD Disclosure (including Exhibit 99.5 hereto) is being furnished to the SEC 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.

(a) Financial Statements of Business Acquired.

The audited historical financial statements of Security Networks and its subsidiaries, including the notes thereto, as of and for the year ended December 31, 2012, were filed as Exhibit 99.2 to Ascent's Amendment No. 1 to its Current Report on Form 8-K/A filed on July 11, 2013 with the SEC (and shall be deemed to be incorporated by reference herein).

The unaudited historical financial statements of Security Networks and its subsidiaries, including the notes thereto, as of and for the three and six months ended June 30, 2013 and 2012, were filed as Exhibit 99.3 to Ascent's Amendment No. 1 to the Original 8-K (and shall be deemed to be incorporated by reference herein).

(c) Pro forma financial information.

The pro forma financial information required to be furnished under Item 9.01(c) of Form 8-K, including the notes thereto, as of and for the six months ended June 30, 2013 and for the year ended December 31, 2012, are filed as Exhibit 99.4 to this Current Report on Form 8-K/A (Amendment No. 2).

(d) Exhibits.

Exhibit
No. Description
23.1 Consent of CohnReznick LLP (incorporated by reference to Exhibit 23.1 to Ascent's Amendment No. 1 to its Current Report on Form 8-K/A filed on July 11, 2013 with the SEC ("Amendment No. 1 to the Ascent 8-K/A")).

99.1 Press release, dated August 16, 2013 of Ascent Capital Group, Inc.*

99.2 Audited historical financial statements of Security Networks and its subsidiaries, including the notes thereto, as of and for the year ended December 31, 2012 (incorporated by reference to Exhibit 99.2 to Amendment No. 1 to the Ascent 8-K/A).

99.3 Unaudited historical financial statements of Security Networks and its subsidiaries, including the notes thereto, as of and for the three and six months ended June 30, 2013 and 2012 (incorporated by reference to Exhibit 99.3 to Ascent's Amendment No. 1 to its Current Report on Form 8-K/A filed on August 22, 2013).

99.4 Unaudited pro forma condensed consolidated financial statements for Ascent Capital Group, Inc. and subsidiaries as of and for the six months ended June 30, 2013 and for the year ended December 31, 2012, and notes thereto.

99.5 Supplemental Financial Information.


*Previously filed.


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