-----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, Poq2sHXD1slHBBQFO63chyKjgT1pofoTLz5IpqS/LAHHo2KHoDJlZZ8e0kmdU/RX +bjKIBDPXHZokCQy1l8TTg== 0001125282-04-003071.txt : 20040628 0001125282-04-003071.hdr.sgml : 20040628 20040628115232 ACCESSION NUMBER: 0001125282-04-003071 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040628 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GLOWPOINT INC CENTRAL INDEX KEY: 0000746210 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 770312442 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25940 FILM NUMBER: 04883749 BUSINESS ADDRESS: STREET 1: 225 LONG AVENUE CITY: HILLSIDE STATE: NJ ZIP: 07205 BUSINESS PHONE: 8054828277 MAIL ADDRESS: STREET 1: 225 LONG AVENUE CITY: HILLSIDE STATE: NJ ZIP: 07205 FORMER COMPANY: FORMER CONFORMED NAME: WIRE ONE TECHNOLOGIES INC DATE OF NAME CHANGE: 20000606 FORMER COMPANY: FORMER CONFORMED NAME: VIEW TECH INC DATE OF NAME CHANGE: 19950418 FORMER COMPANY: FORMER CONFORMED NAME: VIEWTECH INC DATE OF NAME CHANGE: 19950418 8-K 1 b332841_8k.txt CURRENT REPORT 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) June 28, 2004 Glowpoint, Inc. ---------------------------------------------------------------------------- (Exact name of Registrant as Specified in its Charter) Delaware 0-25940 77-0312442 ------------------------------ ------------------------ ------------------- (State or other (Commission File Number) (I.R.S. Employer Jurisdiction of Incorporation) Identification No.) 225 Long Avenue Hillside, NJ 07205 ---------------------------------------------------------------------------- (Address of Principal Executive Officers) (Zip Code) (973) 282-2000 ---------------------------------------------------------------------------- (Registrant's telephone number, including area code) ---------------------------------------------------------------------------- (Former name or former address, if changed since past report) Item 9. Regulation FD Disclosure. On June 24, 2004, Glowpoint, Inc. (the "Company") announced via press release that the Company will enter into an arbitration proceeding with Gores Technology Group ("Gores") in connection with the sale of the Company's Video Solutions business to Gores in September, 2003. A copy of the press release is attached hereto as Exhibit 99.1. 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. GLOWPOINT, INC. Dated: June 28, 2004 /s/ David C. Trachtenberg ---------------------------------- David C. Trachtenberg Chief Executive Officer & President EXHIBIT INDEX Exhibit No. Exhibit Description - ----------- ------------------- 99.1 Text of press release dated June 24, 2004 EX-99.1 2 b332841_ex99-1.txt PRESS RELEASE [GLOWPOINT LOGO] NEWS ANNOUNCEMENT FOR IMMEDIATE RELEASE CONTACT: Christopher Zigmont Executive Vice President and CFO (603) 898-0800 x218 investors@glowpoint.com GLOWPOINT TO ENTER ARBITRATION WITH GORES TECHNOLOGY GROUP PricewaterhouseCoopers LLP Engaged to Determine Net Assets HILLSIDE, N.J., JUNE 24, 2004 - GLOWPOINT, INC., (NASDAQ:GLOW) the nation's first and leading carrier-grade, IP-based video communications service provider, today announced that it will enter into an arbitration proceeding with Gores Technology Group in connection with the sale of the Company's Video Solutions (VS) business to Gores in September 2003. The Asset Purchase Agreement for the transaction provided that if the parties were unable to agree on the determination of the net assets of the VS business as of June 30, 2003, the matter would be submitted to an independent firm of certified public accountants to make the determination. PricewaterhouseCoopers LLP will conduct the arbitration. "GlowPoint is confident in the integrity of its determination of net assets," said David Trachtenberg, CEO, GlowPoint. "And we believe that through our accounting for the sale of the VS business as we have discussed on prior investor calls and disclosed in our public filings, we have recognized appropriate reserves." The Company expects to have the arbitration resolution within 3-6 months. A report on Form 8-K will be filed with the Securities and Exchange Commission. ABOUT GLOWPOINT Glowpoint, Inc. (NASDAQ: GLOW) is the nation's first and leading carrier-grade, IP-based video communications service provider. GlowPoint is a member of the Cisco Powered Network Program, and operates a video communications service featuring broadcast quality images with telephone-like reliability, features and ease-of-use. The GlowPoint network spans three continents and carries over 8,000 video calls per month through the United States, Canada, Europe and Asia. Since the network was launched in 2000, GlowPoint has carried over 17.4 million video conferencing minutes in video calls. GlowPoint is headquartered in Hillside, New Jersey. To learn more about GlowPoint, visit us at www.glowpoint.com. # # # The statements contained herein, other than historical information, are or may be deemed to be forward-looking statements and involve factors, risks and uncertainties that may cause actual results in future periods to differ materially from such statements. These factors, risks and uncertainties include market acceptance and availability of new video communication services; the nonexclusive and terminable-at-will nature of sales agent agreements; rapid technological change affecting demand for the Company's services; competition from other video communications service providers; and the availability of sufficient financial resources to enable the Company to expand its operations, as well as other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission. "GlowPoint is a registered trademark of Glowpoint, Inc. in the United States and certain foreign countries. All other marks are trademarks or service marks of their respective owners." # # # -----END PRIVACY-ENHANCED MESSAGE-----