SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) March 10, 2006
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PREMIERE GLOBAL SERVICES, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Georgia
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(State or Other Jurisdiction of Incorporation)
001-13577 59-3074176
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(Commission File Number) (IRS Employer Identification No.)
3399 Peachtree Road, NE, Suite 700, Atlanta, Georgia 30326
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(Address of Principal Executive Offices) (Zip Code)
404-262-8400
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(Registrant's Telephone Number, Including Area Code)
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(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):
|_| 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 5.04. TEMPORARY SUSPENSION OF TRADING UNDER REGISTRANT'S EMPLOYEE BENEFIT
PLANS.
On March 10, 2006, Premiere Global Services, Inc. (the "Company") sent a
notice to its executive officers and directors (the "BTR Notice") informing them
that, pursuant to Section 306(a) of the Sarbanes-Oxley Act of 2002 and the rules
and regulations of the Securities and Exchange Commission promulgated
thereunder, they would be prohibited from purchasing, selling or otherwise
acquiring or transferring certain equity securities of the Company (including
the Company's common stock, securities convertible into or exchangeable for
shares of the Company's common stock, and derivative securities pertaining to
any such equity securities) on the open market or otherwise during a blackout
period relating to the temporary suspension of transactions in the Company's
common stock under the Company's 401(k) Plan. The blackout period, which is
imposed to facilitate a change in the 401(k) Plan's recordkeeper, will begin at
4:00 p.m. EST on March 24, 2006 and is scheduled to end after close of business
on the second full trading day following the issuance of the Company's earnings
release for the quarter ended March 31, 2006. A copy of the BTR Notice is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
During the blackout period and for a period of two years after the ending
date thereof, a participant in the 401(k) Plan, a security holder or other
interested person may obtain, without charge, information regarding the blackout
period, including the actual ending date of the blackout period, by contacting
L. Scott Askins, Senior Vice President - Legal and General Counsel at Premiere
Global Services, Inc., The Lenox Building, Suite 700, 3399 Peachtree Road, N.E.,
Atlanta, Georgia 30326 or at (404) 262-8400.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
EXHIBIT
NO. DESCRIPTION OF EXHIBIT
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99.1 Notice to Executive Officers and Directors of Premiere Global
Services, Inc. Regarding 401(k) Plan Blackout Period and
Restrictions on Ability to Trade in Company Securities
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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.
PREMIERE GLOBAL SERVICES, INC.
Date: March 10, 2006 By: /s/ L. Scott Askins
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L. Scott Askins
Senior Vice President - Legal, General
Counsel and Secretary
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Notice to Executive Officers and Directors of Premiere Global
Services, Inc. Regarding 401(k) Plan Blackout Period and
Restrictions on Ability to Trade in Company Securities.
4