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) January 2, 2007
THE MANAGEMENT NETWORK GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-27617 48-1129619
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
7300 College Boulevard, Suite 302, Overland Park, KS 66210
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (913) 345-9315
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.):
[ ] 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 8.01 Other Events
On January 2, 2007, we closed the acquisition of 100% of the outstanding
common stock of Cartesian Limited, a United Kingdom company ("Cartesian"),
originally announced in a current report on Form 8-K filed with the SEC on
December 29, 2006.
The selling shareholders will continue to be employed by and will manage
Cartesian after the closing date pursuant to written employment agreements. The
selling shareholders' transaction costs in the amount of approximately $390,000
were paid by TMNG. TMNG has assumed all liabilities (including pension
liabilities) of Cartesian, subject to certain tax indemnities on the part of the
selling shareholders.
Based upon our analysis of Cartesian and the transaction, we have
determined that the transaction did not constitute a business combination
involving a significant subsidiary as contemplated by SEC rules and,
accordingly, no historical or pro forma financial information regarding
Cartesian or the transaction is being provided with this report or by amendment
hereto.
SIGNATURE
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.
THE MANAGEMENT NETWORK GROUP, INC.
(Registrant)
Date: January 8, 2007 By: /s/Donald E. Klumb
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Donald E. Klumb
Vice President and Chief Financial
Officer