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 25, 2004
VOIP, INC.
(Exact name of registrant as specified in its charter)
Texas 0-28985 75-2785941
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(State of Incorporation) (Commission File No.) (IRS Employer
Identification No.)
12330 SW 53rd Street, Suite 712, Ft. Lauderdale, Florida 33330
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(Address of principal execute offices, including zip code)
(954) 434-2000
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(Registrant's telephone number, including area code)
Item 2. Acquisition or Disposition of Assets
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On June 25, 2004, VoIP. Inc. closed the acquisition of DTNet
Technologies, Inc., a Florida corporation. The acquisition took the form of an
exchange of 2,500,000 shares of VoIP restricted common stock in exchange for all
issues and outstanding shares of DTNet common stock, which was owned by Mr. Marc
Moore, chairman of DTNet and 13 other shareholder/employees. Mr. Moore will
become the second largest shareholder of VoIP. The purchase price was determined
by means of arms-length negotiations between unrelated parties. DTNet provides
customer premises equipment to cable and DSL Internet providers throughout North
America. DTNet sales were approximately $4.7 million in 2003. Financial
statements of the acquired business will be filed by amendment.
VoIP has also determined that it will not pursue the previously
announced acquisition of Apex Sight, LLC due to dissatisfaction with that
company's assets and results of operations discovered during the due diligence
review. VoIP will instead seek other sources of supply for wireless fidelity
products and possibly another acquisition in that space.
Item 7. Exhibits
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2.2 Stock Purchase Agreement dated June 25, 2004
99.1 Press Release
Item 9. Regulation FD Disclosure
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Information is being provided under this Item 9 pursuant to the
Securities and Exchange Commission's (the "SEC") interim filing guidance set
forth in Release Nos. 33-8216 and 34-47583.
On June 28, 2004, the Company issued a press release announcing the
DTNet acquisition. A copy of this press release is attached as an exhibit.
This information is being furnished, and shall not be deemed to be
"filed," with the SEC. The information is this Item 9 and Exhibit 99.1 shall not
be incorporated by reference into any filing of the registrant with the SEC,
whether made before or after the date hereof, regardless of any general
incorporation language in such filings.
2
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 hereunto duly authorized.
Date: July 6, 2004 VOIP, INC.
(Registrant)
By: /s/ Steven Ivester
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Steven Ivester
President and Chief Executive Officer