-----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, Ikj0O7A1ksLo73Y/mwhRKpqHjdIcvxgQTkIhJoUO8arV9qACNuZi0A73E85G3DgL gwIeZE+h+AIYkHU6PVA6iA== 0001144204-07-002129.txt : 20070117 0001144204-07-002129.hdr.sgml : 20070117 20070117165502 ACCESSION NUMBER: 0001144204-07-002129 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070110 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070117 DATE AS OF CHANGE: 20070117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: C2 Global Technologies Inc CENTRAL INDEX KEY: 0000849145 STANDARD INDUSTRIAL CLASSIFICATION: TELEGRAPH & OTHER MESSAGE COMMUNICATIONS [4822] IRS NUMBER: 592291344 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17973 FILM NUMBER: 07535558 BUSINESS ADDRESS: STREET 1: 9775 BUSINESSPARK AVENUE CITY: SAN DIEGO STATE: CA ZIP: 92131 BUSINESS PHONE: 8585475700 MAIL ADDRESS: STREET 1: 1001 BRINTON ROAD CITY: PITTSBURGH STATE: PA ZIP: 15221 FORMER COMPANY: FORMER CONFORMED NAME: ACCERIS COMMUNICATIONS INC DATE OF NAME CHANGE: 20040220 FORMER COMPANY: FORMER CONFORMED NAME: I LINK INC DATE OF NAME CHANGE: 19971020 FORMER COMPANY: FORMER CONFORMED NAME: MEDCROSS INC DATE OF NAME CHANGE: 19920703 8-K 1 v062677_8k.htm
 
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 
 
FORM 8-K 
 
CURRENT REPORT
 
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934 
 
 
January 10, 2007
Date of report (Date of earliest event reported)
 
 
C2 GLOBAL TECHNOLOGIES INC. 
 
(Exact Name of Registrant as Specified in its Charter)
 
FLORIDA
(State or Other Jurisdiction of
Incorporation or Organization)
 
 
 
 
0-17973 
 
59-2291344
(Commission File No.)
 
(I.R.S. Employer Identification No.)
 
40 King Street West, Suite 3200, Toronto, Ontario, Canada, M5H 3Y2
 
(Address of Principal Executive Offices and Zip Code)
 
(416) 866-3000
(Registrants Telephone Number, Including Area Code)
 
N/A
(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))
 
 
 
 
 

 
Section 1 - Registrant’s Business and Operations
 
Item 1.02 Termination of a Material Definitive Agreement
 
On January 10, 2007, C2 Global Technologies Inc., a Florida corporation (together, with all subsidiaries and affiliates, the “Company”) and Laurus Master Fund, Ltd. (“Laurus”), settled all outstanding obligations owed by the Company to Laurus under a certain Master Security Agreement, dated as of October 14, 2004, as subsequently amended, restated and supplemented (the “Security Agreement”).
 
The parties executed a payoff letter which outlined the terms and provisions of the debt settlement and termination of the Security Agreement and all of the Company’s outstanding obligations thereunder. Pursuant to the terms of the secured convertible term note dated as of October 14, 2004 (the “Note”), which was issued in connection with the Security Agreement and due October 14, 2007, Laurus converted a portion of the principal amount of debt owed thereunder into 10,000 shares of common stock of the Company and agreed to discharge the remaining balance of the debt in consideration of cash payment in the amount of $1,388,000 payable on January 11, 2007. The principal amount of the Note that was outstanding prior to the conversion of the 10,000 shares was $1,323,530.
 
The funds required to make the cash payment were loaned to the Company by its majority shareholder, Counsel Corporation, pursuant to a promissory note due October 31, 2007 which bears interest at 10% per annum accruing to principal quarterly and which is secured by the assets that had secured the Laurus Note.
 
Section 9 - Financial Statements and Exhibits
 
Item 9.01 Financial Statements and Exhibits.
 
(c)  Exhibits.
 
N/A.
 

 
 
 
 
 
 
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 thereunto duly authorized.
 
 
C2 Global Technologies Inc.
 
 
 
 
Date: January 17, 2007 
By:  
/s/ Stephen A. Weintraub
 
 
 
Name:
Stephen A. Weintraub 
 
 
 
Title:  
Executive Vice President, Corporate Secretary and Chief Financial Officer
 
 
 
 
 
 
 
 
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