-----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, QrbJZOdFuQC7SBinBwy0kUh5WGhf5RKJwyjMmKl6s/1JwBHQLD3I5LqG7VJriFE+ kRQr848AxTa9nrDAfyvUXw== 0001125282-05-000122.txt : 20050113 0001125282-05-000122.hdr.sgml : 20050113 20050113160654 ACCESSION NUMBER: 0001125282-05-000122 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050112 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050113 DATE AS OF CHANGE: 20050113 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: 05528289 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 b403850_8k.htm CURRENT REPORT Prepared and filed by St Ives Burrups

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) January 12, 2005

  Glowpoint, Inc.  
 
 
  (Exact name of Registrant as Specified in its Charter)  

Delaware   0-25940   77-0312442

 
 
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (I.R.S. Employer 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)  

  Not Applicable  
 
 
  (Former name or former address, if changed since past report)  

 

 


Back to Contents

Item 8.01. Other Events.

On January 12, 2005, Glowpoint, Inc. (the “Company”) announced via press release that PricewaterhouseCoopers had rendered its decision in the Company’s arbitration proceeding with Gores Technology Group. The arbitration was conducted pursuant to the Asset Purchase Agreement governing the sale of the Company’s Video Solutions business to Gores in September 2003. The arbitrator found 65% in favor of Glowpoint, allowing only $4.3 million of Gores’ $12.3 million in claims. Glowpoint estimates that after netting out various amounts owed by the parties to each other arising out of the Asset Purchase Agreement, Gores owes the Company approximately $3.5 million.

The complete text of the press release is set forth as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired.
        Not applicable.
   
(b) Pro Forma Financial Information.
        Not applicable.
   
(c) Exhibits.
        99.1 Text of press release dated January 12, 2005.
   

 

 

 


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: January 12, 2005

  /s/ David C. Trachtenberg
 
  David C. Trachtenberg
  Chief Executive Officer and President

 


EX-99.1 2 b403850ex99-1.htm PRESS RELEASE Prepared and filed by St Ives Burrups
Press Release Source: Glowpoint, Inc.

GlowPoint Announces Arbitration Results
Wednesday January 12, 10:34 am ET

GlowPoint Estimates $3.5 Million Due from Gores Technology Group

HILLSIDE, N.J. – (BUSINESS WIRE) – Jan. 12, 2005--Glowpoint, Inc. (NASDAQ: GLOW - News), the world's leading broadcast-quality IP-based video communications service provider, announced today that PricewaterhouseCoopers has rendered its decision in the Company's arbitration proceeding with Gores Technology Group. The arbitration was conducted pursuant to the Asset Purchase Agreement governing the sale of the Company's Video Solutions business to Gores in September 2003. The arbitrator found 65% in favor of GlowPoint, allowing only $4.3 million of Gores' $12.3 million in claims. After netting out various other amounts owed by the parties to each other arising out of the Asset Purchase Agreement, including $2 million held back by Gores, a $1 million promissory note payable to GlowPoint, and the $5 million payable to GlowPoint as a result of the acquisition of V-SPAN by Gores, the Company estimates that Gores owes GlowPoint approximately $3.5 million.

As announced on December 2, 2004, GlowPoint has sued Gores to collect the $5 million owed under the Asset Purchase Agreement as a result of Gores' acquisition of V-SPAN, Inc. on November 29, 2004.

About GlowPoint

Glowpoint, Inc. (NASDAQ: GLOW - News) is the world's leading broadcast quality, IP-based video communications service provider. GlowPoint operates a video communications service featuring broadcast quality images with telephone-like reliability, features and ease-of-use and is a member of the Cisco Powered Network Program and COVAD Partner Program. The GlowPoint network spans three continents and carries on average over 20,000 video calls per month worldwide. Since the network was introduced in 2000, GlowPoint has carried over 23 million IP video minutes. GlowPoint is headquartered in Hillside, New Jersey. To learn more about GlowPoint, visit us at http://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.

 


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