UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 20, 2015
Inventergy Global, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 000-26399 | 62-1482176 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
900 E. Hamilton Avenue #180 Campbell, CA |
95008 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (408) 389-3510
Not Applicable
(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 to the registrant under any of the following provisions:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 20, 2015, Inventergy Global, Inc. (the “Company”) reorganized its financial operations in an effort to improve its financial management processes and to reduce overall operating expenses. On April 20, 2015, the Board of Directors (the “Board”) of the Company determined to terminate Stephen Huang as Chief Financial Officer of the Company and replace this position and certain services of an outside accounting firm utilized by the Company with consulting services from The Brenner Group, Inc., a financial consultancy firm (the “The Brenner Group”). Accordingly, on April 20, 2015, the Board appointed John Niedermaier as the Company’s Chief Financial Officer. Mr. Niedermaier will act as Chief Financial Officer pursuant to a consulting agreement with The Brenner Group, which was entered into by the Company on April 20, 2015 (the “Consulting Agreement”). Mr. Huang is assisting in the transition of financial operations to Mr. Niedermaier.
Pursuant to the terms of the Consulting Agreement, the Company will pay to The Brenner Group for Mr. Niedermaier’s services a fee of $275.00 per hour and will reimburse Mr. Niedermaier for all travel and out of pocket expenses incurred in connection with his services. The Consulting Agreement has a one-year term expiring on April 30, 2016, but will be automatically extended for successive three (3) month periods unless terminated by either the Company or The Brenner Group, at any time, upon one (1) month written notice.
Mr. Niedermaier, age 58, is currently a senior Chief Financial Officer with The Brenner Group, a position he has held since October 2014. He currently also serves as Chief Financial Officer of Pristine Sun, LLC on a contract basis. Prior to his employment with The Brenner Group, Mr. Niedermaier acted as Chief Financial Officer of PureWave Networks, Inc., a wireless technology company, from November 2013 to July 2014. Prior to PureWave Networks, Inc., Mr. Niedermaier worked as the Chief Financial Officer at Neato Robotics, Inc. from April 2012 through March 2013 and at Tigo Energy, Inc. from April 2011 through April 2012. From 2002 through 2010, Mr. Niedermaier worked at ADC Telecommunications, Inc., and had the title of Vice President, GM immediately prior to his departure. Mr. Niedermaier began his career at KPMG. Mr. Niedermaier holds a B.S. in Business Administration and Accounting from Wayne State University.
Other than as set out in the Consulting Agreement, there are (a) no understandings or arrangements between Mr. Niedermaier and any other person pursuant to which he was appointed as Chief Financial Officer of the Company and (b) Mr. Niedermaier has no material interest in any transaction or proposed transaction in which the Company is or is to be a party. Mr. Niedermaier has no family relationship with any director or executive officer of the Company.
Item 8.01 | Other Events. |
On April 22, 2015, the Company issued a press release announcing the appointment of Mr. Niedermaier as Chief Financial Officer. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
99.1 | Press Release, dated April 22, 2015. |
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.
Dated: April 22, 2015
INVENTERGY GLOBAL, INC. | ||
By: | /s/ Joseph W. Beyers | |
Name: Joseph W. Beyers | ||
Title: Chief Executive Officer |
Exhibit Index
99.1 | Press Release, dated April 22, 2015 |
Exhibit 99.1
Inventergy Strengthens its Financial
Management and
Investor Relations (IR) Processes
CAMPBELL, CA—April 22, 2015 - Inventergy Global, Inc. (NASDAQ: INVT) ("Inventergy"), today announced that it has strengthened its financial management and investor relations processes, to improve operational effectiveness and reduce fixed operating costs. As part of these changes, John Niedermaier has become Inventergy’s new CFO, under a consulting arrangement with The Brenner Group, and the previous internal Investor Relations (IR) role has been replaced with an enhanced relationship with IRTH Communications. Mr. Niedermaier has deep experience in financial management and public company compliance, and IRTH Communications brings decades of public market experience.
“Inventergy’s core competencies lie in the licensing and acquisition of intellectual property,” said Joe Beyers, Chairman and CEO of Inventergy. “This improvement allows us to keep our focus on these core areas, as we drive forward on our licensing programs. With these changes, we can efficiently leverage a breadth of external and flexible skill sets and resources for our financial management and investor relations/public relations processes.”
The change in the Company’s financial management is also intended to address recent recommendations made by the Company’s auditors. As part of the new initiatives to engage with investors, the Company plans to participate in key upcoming investor and industry conferences in Los Angeles and New York, and in targeted roadshows in other cities. In addition, CEO Beyers will be presenting Tuesday, June 16th at the IPBC Global 2015 conference in San Francisco.
About Inventergy Global, Inc.
Inventergy Global, Inc. is a Silicon Valley-based intellectual property company dedicated to identifying, acquiring and licensing the patented technologies of market-significant technology leaders. Led by IP industry pioneer and veteran Joe Beyers, the Company leverages decades of corporate experience, market and technology expertise, and industry connections to assist Fortune 500 companies in leveraging the value of their innovations to achieve greater returns. For more information about Inventergy Global, visit www.inventergy.com.
inventergy.com / 900 E. Hamilton Avenue, Suite 180 / Campbell, CA 95008
Cautionary Statement Regarding Forward-Looking Statements
This press release includes "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These statements include statements about our plans, strategies, financial performance, prospects or future events and involve known and unknown risks that are difficult to predict. As a result, our actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements. These statements may be identified by the use of words like "anticipate", "believe", "estimate", "expect", "intend", "may", "plan", "will", "should", "seek" and similar expressions and include any projections or estimates set forth herein. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by Inventergy and our management team, are inherently uncertain. A more complete description of these risks and uncertainties can be found in our filings with the U.S. Securities and Exchange Commission. We caution you not to place undue reliance on any forward-looking statements, which are made as of the date of this press release. We undertake no obligation to update publicly any of these forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.
These factors include, among others, risks related to market conditions and the satisfaction of customary closing conditions related to the proposed offering, the Company's failure to successfully and timely execute on its business strategies; the Company's collaborative relationships and the financial risks related thereto; the Company's history of operating losses and the potential for future losses, which may lead the Company to not be able to continue as a going concern. Some of these factors could cause future results to materially differ from the recent results or those projected in forward-looking statements. See also the "Risk Factors" and "Forward-Looking Statements" described in the Company's periodic filings with the Securities and Exchange Commission.
Investor and Media Relations Contact:
Robert Haag
IRTH Communications
INVT@irthcommunications.com
866-976-4784
inventergy.com / 900 E. Hamilton Avenue, Suite 180 / Campbell, CA 95008