8-K 1 v195137_8-k.htm Unassociated Document
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):  August 24, 2010
__________________________

WorldGate Communications, Inc.
(Exact Name of Registrant as Specified in its Charter)

__________________________


Delaware
000-25755
23-2866697
(State or Other Jurisdiction of
(Commission File Number)
(I.R.S. Employer
Incorporation or Organization)
  
Identification No.)


3190 Tremont Avenue
Trevose, Pennsylvania 19053
(Address of Principal Executive Offices) (Zip Code)

(215) 354-5100
(Registrant’s telephone number,
including area 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:

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 7.01       Regulation FD Disclosure

On August 24, 2010, WorldGate Communications, Inc. (the “Company”) held an earnings conference in connection with its earnings for the fiscal quarter ended June 30, 2010.  The earnings conference script of the prepared remarks is furnished herewith as Exhibit 99.1.

On August 24, 2010, the Company issued a press release announcing the receipt of official notice of certification and technical acceptance of the Ojo Vision digital video phone from ACN Digital Phone Service, LLC.  The press release is furnished herewith as Exhibit 99.2.

The information in this Form 8-K, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing. The information in this Form 8-K, including Exhibits 99.1 and 99.2, will not be deemed an admission as to the materiality of any information contained herein that is required to be disclosed solely by Regulation FD.

Item 9.01       Financial Statements and Exhibits.
 
(d)           Exhibits
 
Exhibit No. 
Description
   
99.1
Script for Earnings Conference Call, dated August 24, 2010.
   
99.2
Press release issued by WorldGate Communications, Inc., dated August 24, 2010.

 
 
 
 
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.
 
 
WORLDGATE COMMUNICATIONS, INC.
  
     
 Dated: August 24, 2010
By:
/s/ Christopher V. Vitale
  
 
Name:      
Christopher V. Vitale
  
 
Title:  
Senior Vice President, Legal and Regulatory, General Counsel and Secretary
  
       
       

 
 
 

 
EXHIBIT INDEX
 
Exhibit No. 
Description
   
99.1
Script for Earnings Conference Call, dated August 24, 2010.
   
99.2
Press release issued by WorldGate Communications, Inc., dated August 24, 2010.