-----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, KXeZKehIauK4veBXv76hfAm9403X82couZFPpaRTL44kQAp4eGD0YCmX9wxIBPY5 qU1oh/EDynORyFAk4BniYA== 0001019687-06-001464.txt : 20060613 0001019687-06-001464.hdr.sgml : 20060613 20060613165458 ACCESSION NUMBER: 0001019687-06-001464 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060609 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060613 DATE AS OF CHANGE: 20060613 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ILINC COMMUNICATIONS INC CENTRAL INDEX KEY: 0001042291 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 760545043 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13725 FILM NUMBER: 06902769 BUSINESS ADDRESS: STREET 1: 2999 NORTH 44TH STREET STREET 2: SUITE 650 CITY: PHOENIX STATE: AZ ZIP: 85018 BUSINESS PHONE: 6029521200 MAIL ADDRESS: STREET 1: 2999 N 44TH STREET STREET 2: SUITE 650 CITY: PHOENIX STATE: AZ ZIP: 85018 FORMER COMPANY: FORMER CONFORMED NAME: EDT LEARNING INC DATE OF NAME CHANGE: 20010814 FORMER COMPANY: FORMER CONFORMED NAME: E-DENTIST COM INC DATE OF NAME CHANGE: 20001114 FORMER COMPANY: FORMER CONFORMED NAME: PENTEGRA DENTAL GROUP INC DATE OF NAME CHANGE: 19970822 8-K 1 ilinc_8k-061306.txt ================================================================================ 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 9, 2006 -------------- ILINC COMMUNICATIONS, INC. (Exact name of Registrant as specified in its charter) DELAWARE 76-0545043 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 1-13725 (Commission File Number) 2999 NORTH 44TH STREET, SUITE 650, PHOENIX, ARIZONA 85018 (Address of principal executive offices) (Zip code) (602) 952-1200 (Registrant's telephone number, including area code) -------------- ================================================================================ ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT See Item 3.02 below. ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES On June 9, 2006, iLinc Communications, Inc. (the "Company) completed a private placement of its common stock. The offering provides the Company with total gross proceeds of $2,000,000 in exchange for 5.4 million shares of its common stock, par value $.001. There were no warrants or other consideration provided to the investors. The shares of common stock were not registered under the Securities Act of 1933 and were offered in a private placement under Section 4(2) of the Securities Act. The offering was made to a limited number of accredited investors without public solicitation or advertisement. The Company was represented by Canaccord Adams, Inc. who acted as the placement agent. Canaccord Adams, Inc. received a placement agent fee aggregating $180,000. The shares of common stock were sold to accredited investors of which two were institutions based in New York and London. Pursuant to a Registration Rights Agreement entered into by the purchasers and the Company, the Company will file a registration statement covering the shares of common stock within 30 days of the closing. The proceeds from the sale of the common stock provide the Company with general working capital to be used for continued investment in research and development and capital expansion. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS The following exhibit is filed herewith: EXHIBIT NUMBER DESCRIPTION - -------------------------------------- 99.1 Press release dated June 12, 2006, issued by iLinc Communications, Inc. filed herewith. 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. ILINC COMMUNICATIONS, INC. By: /s/ James M. Powers, Jr. ------------------------------------- President and Chief Executive Officer Date: June 13, 2006 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION OF EXHIBIT - -------------- ---------------------- 99.1 Copy of press release issued by iLinc Communications on June 12, 2006. EX-99.1 2 ilinc_8kex-9901.txt EXHIBIT 99.1 iLinc Communications CONTACT: James L. Dunn, Jr. Sr. Vice President, CFO 602-952-1200 ILINC CLOSES COMMON STOCK OFFERING ---------------------------------- $2 MILLION IN GROSS PROCEEDS PROVIDED FOR WORKING CAPITAL PHOENIX, Arizona (June 12, 2006) - iLinc Communications, Inc. (AMEX:ILC), iLinc Communications, Inc. (AMEX:ILC), developers of Web conferencing software and audio conferencing solutions today announced that it had completed the private placement of its common stock. The offering provides iLinc with total gross proceeds of $2,000,000 in exchange for 5.4 million shares of its common stock, par value $0.001. There were no warrants or other consideration provided to investors. The shares of common stock were not registered under the Securities Act of 1933 and were offered in a private placement providing exemption from registration. The Company was represented by Canaccord Adams, Inc, who acted as placement agent. The shares were sold to two institutional investors that are based in New York and London. The Company will file a registration statement covering the shares of common stock within 30 days of the closing. Commenting on the offering, James M. Powers, Jr., President and Chief Executive Officer, said "We believe investors are recognizing the strength of our product offerings and our sustainable competitive advantages in the high growth market of Web conferencing and Web collaboration. Our ability to compete effectively and gain market share against WebEx and Microsoft LiveMeeting is attracting attention from both customers and investors alike." James L. Dunn, Jr., senior vice president and chief financial officer, said, "The offering provides to iLinc general working capital that will facilitate continued investment in R&D and capital expansion. With the continued improvement in our top line revenue, earnings from operations and net income, we do not see a need for additional working capital during fiscal year 2007." ABOUT ILINC COMMUNICATIONS, INC. iLinc Communications, Inc. is a leading developer of Web conferencing software and audio (phone) conferencing services for highly secure and cost-effective collaborative meetings, presentations, and training sessions. The Company enables customers to purchase and own iLinc Web conferencing software, which can be installed inside of a customer's network or hosted by iLinc. Our products and services include the iLinc Suite of Web Conferencing software (MeetingLinc, LearnLinc, ConferenceLinc, and SupportLinc); Audio Conferencing Services; On-Demand Conferencing; and EventPlus, a service for professionally managed online and audio conferencing events. iLinc's products and services are used by organizations worldwide in sales, HR and training, marketing, and customer support. More information about the Phoenix-based Company may be found on the Web at www.ilinc.com. iLinc, iLinc Communications, iLinc Suite, MeetingLinc, LearnLinc, ConferenceLinc, SupportLinc, EventPlus, On-Demand, Web Presenter, and its logos are trademarks or registered trademarks of iLinc Communications, Inc. All other company names and products may be trademarks of their respective companies. THIS PRESS RELEASE CONTAINS INFORMATION THAT CONSTITUTES FORWARD-LOOKING STATEMENTS MADE PURSUANT TO THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. ANY SUCH FORWARD-LOOKING STATEMENTS INVOLVE RISK AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM ANY FUTURE RESULTS DESCRIBED WITHIN THE FORWARD-LOOKING STATEMENTS. FACTORS THAT COULD CONTRIBUTE TO SUCH DIFFERENCES INCLUDE THE RATE OF ACCEPTANCE OF THE COMPANY'S PRODUCTS AND SERVICES BY CUSTOMERS, CHANGES IN THE WEB CONFERENCING AND AUDIO CONFERENCING MARKET IN GENERAL, THE ACCEPTANCE OF NEW PRODUCTS, THE COMPANY'S NEED FOR WORKING CAPITAL, THE RESULT OF PENDING LITIGATION, THE COMPETITION THE COMPANY FACES FROM LARGER AND MORE WELL-CAPITALIZED COMPETITORS, AND OTHER MATTERS MORE FULLY DISCLOSED IN THE COMPANY'S ANNUAL REPORT ON FORM 10-K, QUARTERLY REPORTS ON FORM 10-Q, AND OTHER REPORTS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. THE FORWARD-LOOKING INFORMATION PROVIDED HEREIN REPRESENTS THE COMPANY'S ESTIMATES AND EXPECTATIONS AS OF THE DATE OF THE PRESS RELEASE, AND SUBSEQUENT EVENTS AND DEVELOPMENTS MAY CAUSE THE COMPANY'S ESTIMATES AND EXPECTATIONS TO CHANGE. THE COMPANY SPECIFICALLY DISCLAIMS ANY OBLIGATION TO UPDATE THE FORWARD-LOOKING INFORMATION IN THE FUTURE. THEREFORE, THIS FORWARD-LOOKING INFORMATION SHOULD NOT BE RELIED UPON AS REPRESENTING THE COMPANY'S ESTIMATES AND EXPECTATIONS OF ITS FUTURE FINANCIAL PERFORMANCE AS OF ANY DATE SUBSEQUENT TO THE DATE OF THIS PRESS RELEASE. -END- -----END PRIVACY-ENHANCED MESSAGE-----