-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OhwC5IaUNcoajZyeX8DMtyPOkRZtvzqUtkZO9aN8aIHHbG1IV3XIZwV+b3pRfRv7 N1CD2QvK1dh+DSbSdg2kFg== 0001104659-07-080225.txt : 20071106 0001104659-07-080225.hdr.sgml : 20071106 20071106162144 ACCESSION NUMBER: 0001104659-07-080225 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20071106 ITEM INFORMATION: Other Events FILED AS OF DATE: 20071106 DATE AS OF CHANGE: 20071106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEON Communications Group, Inc. CENTRAL INDEX KEY: 0001003111 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 133781263 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14168 FILM NUMBER: 071218243 BUSINESS ADDRESS: STREET 1: 2200 WEST PARK DRIVE CITY: WESTBOROUGH STATE: MA ZIP: 01581 BUSINESS PHONE: (508) 616-7800 MAIL ADDRESS: STREET 1: 2200 WEST PARK DRIVE CITY: WESTBOROUGH STATE: MA ZIP: 01581 FORMER COMPANY: FORMER CONFORMED NAME: GLOBIX CORP DATE OF NAME CHANGE: 19980619 FORMER COMPANY: FORMER CONFORMED NAME: BELL TECHNOLOGY GROUP LTD DATE OF NAME CHANGE: 19951106 8-K 1 a07-28611_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)  November 6, 2007

 

 

 

NEON Communications Group, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

1-14168

13-3781263

(State or other jurisdiction of
incorporation)

(Commission File
Number)

(IRS Employer Identification No.)

 

 

2200 West Park Drive

 

Westborough, MA

01581

(Address of principal executive offices)

(Zip Code)

 

 

Registrant’s telephone number, including area code  (508) 616-7800

 

 

(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 (see General Instruction A.2. below):

 

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-(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 November 6, 2007, NEON Communications Group, Inc., a Delaware corporation (the “Company”), held a special meeting of its stockholders to consider and adopt the Agreement and Plan of Merger, dated as of June 24, 2007, by and among RCN Corporation, Raven Acquisition Corporation and the Company (the “Merger Agreement”).  At the meeting, an aggregate of 35,475,471 shares of the Company’s common and preferred stock, together constituting 68.15% of the issued and outstanding shares of voting stock of the Company, were voted in favor of the Merger Agreement, while 2,676 shares were voted against the Merger Agreement and 77 shares abstained.  This satisfies the stockholder approval requirement under the Merger Agreement and Delaware law.

 

On a second resolution, agreeing to adjourn the meeting if necessary to solicit additional proxies, 38,266,590 shares were voted in favor, 108,366 shares were voted against, and 2,794 shares abstained.  Proxies were received from 38,377,750 out of 52,052,470 shares, or 73.73% of the shares entitled to vote.

 

 

 

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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 hereunto duly authorized.

 

 

 

Dated: November 6, 2007

NEON Communications Group, Inc.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

/s/Gene M. Bauer

 

Name:

Gene M. Bauer

 

Title:

Senior Vice President,

 

 

 

General Counsel and Corporate Secretary

 

 

 

 

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