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): November 14, 2012
| deltathree, Inc. |
| (Exact name of registrant as specified in its charter) |
| Delaware |
| (State or other jurisdiction of incorporation) |
| 000-28063 | 13-4006766 |
| (Commission File Number) | (IRS Employer Identification No.) |
| 26 Avenue at Port Imperial, Suite #407, West New York, New Jersey | 07093 |
| (Address of principal executive offices) | (Zip 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 (seeGeneral 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 2.02. Results of Operations and Financial Condition.
The information in this Report, including Exhibit 99.1 hereto, is furnished pursuant to Item 2.02 of this Form 8-K. Such information shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
On November 14, 2012, deltathree, Inc. (the “Company”) issued a press release reporting the Company’s financial results for the third quarter of 2012. The press release contains non-GAAP financial measures. Pursuant to the requirements of Regulation G, the Company has provided reconciliations within the press release of the non-GAAP financial measures to the most directly comparable GAAP financial measures. Disclosure regarding definitions of these measures used by the Company, and why the Company’s management believes the measures provide useful information to investors, is also included in the press release.
The press release is furnished herewith as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
| | Exhibit No. | | | Document |
| | 99.1 | | | Press release issued by the Company dated November 14, 2012. |
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.
| | DELTATHREE, INC. | |
| | | | |
| | By: | /s/ Effi Baruch | |
| | Name: | Effi Baruch | |
| | Title: | Chief Executive Officer, President, Senior Vice President of Operations and Technology and Secretary | |
Dated: November 14, 2012
EXHIBIT INDEX
| | Exhibit No. | | | Document |
| | 99.1 | | | Press release issued by the Company dated November 14, 2012. |
