-----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, U9fmsarFDMTfL/BavOoofxFPktTNdBEXjOa/6WXQYov6+eqnwmKDnWV43N32MX+M /tqAzaqOxUNQN6ZstMOZtw== 0001072613-06-000965.txt : 20060426 0001072613-06-000965.hdr.sgml : 20060426 20060426143038 ACCESSION NUMBER: 0001072613-06-000965 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060426 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060426 DATE AS OF CHANGE: 20060426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: J2 GLOBAL COMMUNICATIONS INC CENTRAL INDEX KEY: 0001084048 STANDARD INDUSTRIAL CLASSIFICATION: TELEGRAPH & OTHER MESSAGE COMMUNICATIONS [4822] IRS NUMBER: 510371142 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25965 FILM NUMBER: 06780727 BUSINESS ADDRESS: STREET 1: 6922 HOLLYWOOD BLVD STREET 2: LEGAL DEPT - 5TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90028 BUSINESS PHONE: 3238609200 MAIL ADDRESS: STREET 1: 6922 HOLLYWOOD BLVD STREET 2: LEGAL DEPT - 5TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90028 FORMER COMPANY: FORMER CONFORMED NAME: JFAX COM INC DATE OF NAME CHANGE: 19990413 8-K 1 form8-k_14316.htm FORM 8-K DATED APRIL 26, 2006 WWW.EXFILE.COM, INC. -- 14316 -- J2 GLOBAL COMMUNICATIONS, INC. -- FORM 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)            April 26, 2006
 
 

 
j2 Global Communications, Inc.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)
 
0-25965
(Commission
File Number)
 
51-0371142
(IRS Employer
Identification No.)

6922 Hollywood Blvd.
Suite 500
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)
 
 
 

 
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-2(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 April 26, 2006, j2 Global Communications, Inc. (the “Company”) announced that it entered into a Rule 10b5-1 trading plan with a broker to facilitate the repurchase of up to one million of its shares of common stock under its previously announced stock repurchase program. The 10b5-1 share purchase period will commence April 27, 2006. The aggregate amount of shares purchased pursuant to the plan will not exceed one million. There is no guarantee as to the exact number of shares that will be repurchased under the stock repurchase program. The Company’s press release announcing the stock repurchase program is filed as Exhibit 99.1 to this Current Report on Form 8-K.
 
 
 
 
 

Item 9.01.
Financial Statements and Exhibits.
(d)    Exhibits

Exhibit
Number
   
 
Description
 
 
 
99.1
 
Press Release, dated April 26, 2006.
 
 
 
 

 

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: April 26, 2006
By:
/s/ Jeffrey D. Adelman    
 
 
Jeffrey D. Adelman
Vice President, General Counsel and Secretary






 
 

 


INDEX TO EXHIBITS

Exhibit
Number
   
 
Description
 
 
 
99.1
 
Press Release, dated April 26, 2006.


 
 
 
 
 
 
 
 
 
 
 
EX-99.1 2 exh99-1_14316.htm PRESS RELEASE WWW.EXFILE.COM, INC. -- 14316 -- J2 GLOBAL COMMUNICATIONS, INC. -- EXHIBIT 99.1 TO FORM 8-K
EXHIBIT 99.1

 
j2 Global Communications Adopts Stock Repurchase Plan in Accordance With Rule 10b5-1

LOS ANGELES—April 26, 2006—j2 Global Communications, Inc. [NASDAQ: JCOM], provider of outsourced, value-added messaging and communications services, today announced that the company has entered into a Rule 10b5-1 trading plan with a broker to facilitate the repurchase of up to one million of its shares of common stock under its previously announced stock repurchase program.

Securities and Exchange Commission Rule 10b5-1 allows a company to purchase its shares at times when it otherwise might be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods. The shares to be repurchased under the company's 10b5-1 plan would be part of the stock repurchase program approved by the j2 Global Board of Directors in March 2006 to repurchase up to one million shares of its common stock through December 31, 2008.

The 10b5-1 share purchase period will commence April 27, 2006. Purchases will be effected by a broker and will be based upon the guidelines and parameters of the 10b5-1 plan. The aggregate amount of shares purchased pursuant to the plan will not exceed one million. There is no guarantee as to the exact number of shares that will be repurchased under the stock repurchase program, and the company may discontinue purchases at any time. Repurchased shares would be returned to the status of authorized but un-issued shares of common stock.

About j2 Global Communications
Founded in 1995, j2 Global Communications, Inc., provides outsourced, value-added messaging and communications services to individuals and businesses around the world. j2 Global’s network spans approximately 2,000 cities in 29 countries on five continents. The Company offers faxing and voicemail solutions, document management solutions, Web-initiated conference calling, and unified-messaging and communications services. j2 Global markets its services principally under the brand names eFax®, j2®, jConnect®, JFAXTM, eFax Corporate®, Onebox®, Electric Mail®, jBlast®, eFax BroadcastTM, eVoice®, PaperMaster®, ConsensusTM, M4 Internet® and Protofax®. As of March 31, 2006, j2 Global had achieved 36 consecutive quarters of revenue growth and 17 consecutive quarters of growing operating earnings. For more information about j2 Global, please visit www.j2global.com.
 
Contacts   Jeff Adelman
Robert Karpman   j2 Global Communications, Inc.
Socket Media, Inc.   323-372-3617
800-338-6023   press@j2global.com
r.karpman@socketmedia.com    
   
 
“Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995: Certain statements in this press release are “forward-looking statements” within the meaning of The Private Securities Litigation Act of 1995. These forward-looking statements are based on management’s current expectations or beliefs and are subject to numerous assumptions, risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These factors and uncertainties include, among other items: Subscriber growth and retention; variability of usage-based revenue based on changing conditions in particular industries and the economy generally; ability to obtain telephone numbers in sufficient quantities on acceptable terms; protection of the Company’s proprietary technology or infringement by the Company of intellectual property of others; the risk of adverse changes in the U.S. or international regulatory environments surrounding unified messaging and telecommunications; statements concerning the commencement of repurchases under the plan, the expected termination date of the plan and other factors set forth in j2 Global’s filings with the Securities and Exchange Commission (“SEC”). For a more detailed description of the risk factors and uncertainties affecting j2 Global, refer to the Annual Report on Form 10-K filed by j2 Global on March 27, 2006, and the other reports filed by j2 Global from time to time with the SEC, each of which is available at www.sec.gov. The forward-looking statements provided in this press release are based on limited information available to the Company at this time, which is subject to change. Although management’s expectations may change after the date of this press release, the Company undertakes no obligation to revise or update this guidance.
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