-----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, PdhDXaFkkmy31tXaazur46BvbXfQvmc54VZpsEgB6bLGTVYmSnDxV7tkz929oJGo 5fjH74izOtK+ZqL2bNNpbg== 0001157523-04-003430.txt : 20040420 0001157523-04-003430.hdr.sgml : 20040420 20040420131235 ACCESSION NUMBER: 0001157523-04-003430 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040420 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040420 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: 04742353 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 a4619376.txt ILINC COMMUNICATIONS ================================================================================ 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): April 20, 2004 -------------- iLinc Communications, Inc. (Exact name of Registrant as specified in its charter) Delaware 1-13725 76-0545043 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation or organization) Identification No.) 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 7. Financial Statements and Exhibits The following exhibit is filed herewith: Exhibit Number Description 99.1 Press release dated April 20, 2004, issued by iLinc Communications, Inc. Filed herewith. ITEM 9. Regulation FD Disclosure On April 20, 2004, iLinc Communications, Inc. issued a press release, a copy of which is furnished as Exhibit 99.1 to this current report. 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 ------------------------------------- President and Chief Executive Officer Date: April 20, 2004 EXHIBIT INDEX Exhibit Number Description of Exhibit - -------------- ---------------------- 99.1 Copy of press release issued by iLinc Communications on April 20, 2004 EX-99.1 3 a4619376ex991.txt PRESS RELEASE Exhibit 99.1 iLinc Communications Closes $4.25 Million Private Placement Offering; Company Raises New Capital for Growth PHOENIX--(BUSINESS WIRE)--April 20, 2004--iLinc Communications, Inc. (AMEX:ILC), developers of feature-rich, secure and scalable Web conferencing software, announced that it has completed a private placement of 85 units, comprised of senior notes and common stock, for an aggregate purchase price of $4.25 million. The net proceeds from the private placement of the units will be used for acquisitions, increased marketing and sales efforts and general working capital purposes to further the Company's objective of gaining significant market share of the Web conferencing space. The Company sold a total of 85 units, with each unit costing $50,000 and entitling the purchaser to a senior note with a principal balance of $37,500, and $12,500 of the Company's common stock, representing 19,230 shares. The Company therefore issued $3,187,500 in senior notes and 1,634,550 shares of the Company's common stock. The senior notes will be issued as a series of notes pursuant to a unit purchase and agency agreement. The senior notes are non-convertible, and the purchasers receive no warrants. The placement agent received a commission equal to 10% of the gross proceeds together with a warrant for the purchase of 163,455 shares of the Company's common stock at a price equal to 120% of the price paid by investors. The senior notes bear interest at a rate of 10% per annum and accrued interest is due and payable on a quarterly basis beginning July 15, 2004, with principal due at maturity on July 15, 2007. The senior notes are redeemable by the Company at 100% of the principal value at any time after July 15, 2005. The senior notes are unsecured obligations of the Company but are senior in right of payment to all existing and future indebtedness of the Company. The securities offered by the Company to accredited investors in the private placement were sold in reliance on an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"). The securities have not been registered under the Securities Act or any state securities laws, and the securities may not be offered or sold absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. This press release does not and will not constitute an offer to sell or the solicitation of an offer to buy shares and is being issued under Rule 135c under the Securities Act. About iLinc Communications, Inc. Phoenix-based iLinc Communications, Inc. (http://www.ilinc.com) is dedicated to helping corporations increase productivity through more efficient communications using Web conferencing and collaboration. iLinc Communications has developed a powerful, easy-to-use suite of services. As a fully scalable and secure solution, with the highest AES data encryption guidelines in the industry, the Company's Web conferencing services save a corporation time and money while improving the effectiveness of a corporation's communications. iLinc Communications' core suite of products, including MeetingLinc(TM), LearnLinc(TM), ConferenceLinc(TM) and SupportLinc(TM), delivers a Web collaboration platform suitable for enterprise or organization-wide deployment. 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 e-Learning and Web conferencing and collaboration market in general, use of the Internet, 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. iLinc, iLinc Communications, MeetingLinc, LearnLinc, ConferenceLinc, SupportLinc and its logo are trademarks or registered trademarks of iLinc Communications, Inc. All other Company names and products may be trademarks of their respective companies. CONTACT: iLinc Communications Inc., Phoenix Media: Mark R. Yeager, 602-952-1200 pr@ilinc.com or Investors: James L. Dunn, Jr., 602-952-1200 -----END PRIVACY-ENHANCED MESSAGE-----