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 20, 2014
Alteva, Inc.
(Exact name of registrant as specified in its charter)
New York |
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001-35724 |
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14-1160510 |
(State or other jurisdiction of |
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(Commission File Number) |
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(IRS Employer Identification No.) |
401 Market Street, First Floor |
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19106 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants telephone number, including area code
(877) 258-3722
(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:
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-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.
On November 20, 2014, Alteva, Inc. issued a communication to its shareholders regarding the Companys growth, prospects and recent events. A copy of this communication is attached as Exhibit 99.1.
The information furnished pursuant to this Item 7.01 Regulation FD Disclosure, including Exhibit 99.1, shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit |
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Description |
99.1 |
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Communication from Alteva, Inc. to its shareholders dated November 20, 2014. |
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.
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Alteva, Inc. |
Date: |
November 21, 2014 |
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By: |
/s/ Brian H. Callahan |
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Brian H. Callahan |
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Executive Vice President, Chief |
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Financial Officer, Corporate Secretary, and Treasurer |
Exhibit 99.1
Alteva Shareholder Update
November 20, 2014
Dear Alteva Shareholder,
Management and the Board of Directors believe it is important to share our views with you about the growth, prospects and recent events concerning your Company. In this letter, we hope to provide some of our thoughts on the Companys history and outlook.
What is going on now with the Orange-County Poughkeepsie Partnership (O-P)?
Many of you remember the joint investment the Company entered into in the late 1980s. The decision of Warwick Valley Telephone (our original name) to invest in the early cellular industry proved to be a great success and was in large part responsible for the Company being able to pay dividends for such a long time. It was reflective of management and the Boards strong belief that certain technologies were worth investing in. On April 30, 2014, however, we received a final $50 million payment from the partnership. After paying taxes and repaying all of the Companys debt, the remaining cash proceeds totaled more than $20 million. We plan to use these remaining funds to meet the companys future working capital needs, provide for organic growth and possibly fund future acquisitions to accelerate the Companys growth.
Why did we buy Alteva, a cloud based communications services company, in 2011?
The acquisition of Altevas cloud-based Unified Communications (UC) and full-featured Internet-based business VoIP (Voice over Internet Protocol) phone service in 2011 marks the next pivotal technology investment in the history of your Company. Alteva provides the highest quality business phone service, using VoIP with advanced network technology and cutting-edge Unified Communications services. Altevas hosted Unified Communications offerings integrate and optimize best-in-class cloud technologies and business applications to deliver a total solution for our customers. UC offers instant messaging as well as status notification so customers can see when co-workers are available to talk. Alteva offers a variety of platforms for integrated Unified Communications including Microsoft®, Google Apps for Business®, and a variety of CRM applications like Salesforce.com®. We believe this business will drive significant long-term value for all our shareholders over time.
What is the outlook for the Cloud-based Communications service Industry?
We believe the Cloud-based Communications industry (sometimes called the Hosted Voice industry) is one of the fastest growing business segments in America today and
eventually globally. We believe there are many more years of double digit growth in this space ahead of us. Alteva currently serves over 60,000 lines of VoIP and Telco-based services. As customers are added through organic growth and potentially acquisitions, we expect cash flows and operating profits to continue to improve. Management and the Board of Directors are confident that this strategic investment in Alteva will provide the growth engine for our Company far into the future. We believe it will drive the value of our Company for all our shareholders.
We have a vision for Alteva to reflect the growth and market opportunity in the industry. We think it is of the utmost importance that you understand our vision for the Company. Over the next few months, we will continue to share that vision. We welcome your input as we execute our growth plan and improve profitability.
Respectfully,
Brian J. Kelley
Chief Executive Officer
CONTACT:
Alteva, Inc.
(845) 986-2246
shareholderrelations@alteva.com
Cautionary Statement Concerning Forward-Looking Statements:
This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding the intent, belief or expectations of Alteva, Inc. and can be identified by the use of words such as may, will, should, would, seeks, plans, believes, expects, anticipates, intends, estimates, and other comparable terms. It is important to note that Altevas actual results could be materially different from those projected in such forward-looking statements. You should exercise caution in relying on forward-looking statements as they speak only as of the date of this communication and involve known and unknown risks, uncertainties and other factors that may materially affect Altevas future results, performance, achievements or transactions. Additional factors that could cause actual results or other outcomes to differ materially are described in the Form 10-K and other reports filed by Alteva with the Securities and Exchange Commission. Alteva does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events.