8-K 1 0001.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported) December 21, 2000 j2 Global Communications, Inc. (Exact name of registrant as specified in its charter) Delaware 0-25965 51-0371142 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 6922 Hollywood Blvd. Suite 900 Los Angeles, California 90028 (Address of principal executive offices) (323) 860-9200 (Registrant's telephone number, including area code) (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS On December 21, 2000, j2 Global Communications, Inc. announced that it intends to call a special meeting of stockholders to vote on a reverse stock split of the Company's common stock. This action would be taken, in part, in response to a letter received by the Company from Nasdaq notifying it that its stock price has been trading below the $1.00 minimum bid requirement for thirty trading days and requiring that the company demonstrate compliance with the rule to maintain its Nasdaq listing. The reverse stock split is also being initiated to reduce the Company's number of shares outstanding after a series of stock acquisitions. A copy of the press release relating to these events is filed as Exhibit 99.1 to this report and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) EXHIBITS The following exhibit is filed as part of this report: Exhibit Number Description ------- ----------- 99.1 Press Release entitled "j2 Global Communications Announces Filing of Proxy Statement to Reduce Number of Shares Outstanding," issued December 21, 2000. 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. j2 Global Communications, Inc. (Registrant) Date: December 26, 2000 By: /s/ Nehemia Zucker --------------------------------------- Nehemia Zucker, Chief Financial Officer INDEX TO EXHIBITS Exhibit Number Description ------- ----------- 99.1 Press Release entitled "j2 Global Communications Announces Filing of Proxy Statement to Reduce Number of Shares Outstanding," issued December 21, 2000.