-----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, ReVG5HtouXg17EMmgbWMlqM9/2o58sjjjww2bIjKXdSp6okjUavWOscK9iMvVf4O cIEW19AcK9+KANbgEkW/+Q== 0000891092-08-003186.txt : 20080624 0000891092-08-003186.hdr.sgml : 20080624 20080624163656 ACCESSION NUMBER: 0000891092-08-003186 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20071231 FILED AS OF DATE: 20080624 DATE AS OF CHANGE: 20080624 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PREMIERE GLOBAL SERVICES, INC. CENTRAL INDEX KEY: 0000880804 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 593074176 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13577 FILM NUMBER: 08914551 BUSINESS ADDRESS: STREET 1: 3280 PEACHTREE RD NW STREET 2: THE TERMINUS BUILDING, SUITE 1000 CITY: ATLANTA STATE: GA ZIP: 30305-2422 BUSINESS PHONE: 4042628400 MAIL ADDRESS: STREET 1: 3280 PEACHTREE RD NW STREET 2: THE TERMINUS BUILDING, SUITE 1000 CITY: ATLANTA STATE: GA ZIP: 30305-2422 FORMER COMPANY: FORMER CONFORMED NAME: PTEK HOLDINGS INC DATE OF NAME CHANGE: 20000306 FORMER COMPANY: FORMER CONFORMED NAME: PREMIERE TECHNOLOGIES INC DATE OF NAME CHANGE: 19951219 11-K 1 e32046_11k.txt FORM 11-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------------------- FORM 11-K -------------------------------- (Mark One) (x) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] for the fiscal year ended December 31, 2007 or ( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] for the transition period from __________ to __________ Commission File No. 001-13577 A. Full title and address of the plan, if different from that of the issuer named below: PREMIERE GLOBAL SERVICES, INC. 401(K) PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: PREMIERE GLOBAL SERVICES, INC. 3280 Peachtree Road, N.W. The Terminus Building, Suite 1000 Atlanta, Georgia 30305 TABLE OF CONTENTS FINANCIALS Page ---- Report of Independent Registered Public Accounting Firm ................ 2 Financial Statements Statement of Net Assets Available for Plan Benefits December 31, 2007 and 2006 .......................................... 3 Statement of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 2007 ................................ 4 Notes to Financial Statements .......................................... 5 SUPPLEMENTAL SCHEDULE Schedule H, Line 4i - Schedule of Assets (Held at End of Year) December 31, 2007 ................................................... 12 SIGNATURES ................................................................ 13 EXHIBITS Exhibit Index .......................................................... 14 i REQUIRED INFORMATION The following financial statements and supplemental schedule, copies of which are included herewith, have been prepared in accordance with the financial reporting requirements of the Employee Retirement Income Security Act of 1974, as amended: Premiere Global Services, Inc. 401(k) Plan Financial Statements and Supplemental Schedule as of December 31, 2007 and 2006, together with the Report of Independent Registered Public Accounting Firm. 1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Participants and Administrator of the Premiere Global Services, Inc. 401(k) Plan We have audited the accompanying statement of net assets available for plan benefits of the Premiere Global Services Inc. 401(k) Plan (the "Plan") as of December 31, 2007 and 2006, and the related statement of changes in net assets available for plan benefits for the year ended December 31, 2007. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. As described in Note 2, these financial statements and supplemental schedule were prepared on a modified cash basis of accounting, which is a comprehensive basis of accounting other than accounting principles generally accepted in the United Sates of America. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan as of December 31, 2007 and 2006, and the changes in net assets available for plan benefits for the year ended December 31, 2007 on the basis of accounting described in Note 2. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedule listed in the table of contents is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Atlanta, Georgia /s/ Smith & Howard June 17, 2008 2 PREMIERE GLOBAL SERVICES, INC. 401(K) PLAN STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS DECEMBER 31, 2007 AND 2006 Assets 2007 2006 ---- ---- Investments, at fair value Mutual Funds $38,677,579 $32,595,127 Common Trust Funds 4,119,689 4,383,573 Common Stock - Premiere Global Services, Inc. 5,448,649 3,890,910 Participant Loans 1,451,204 1,205,362 ----------- ----------- Net Assets Available for Plan Benefits $49,697,121 $42,074,972 =========== =========== The accompanying notes are an integral part of these financial statements. 3 PREMIERE GLOBAL SERVICES, INC. 401(K) PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS YEAR ENDED DECEMBER 31, 2007 Additions to Net Assets Attributed to: Employer contributions $ 1,943,403 Participant contributions 6,117,178 Rollover contributions 801,903 ----------- 8,862,484 Investment Income: Net appreciation in fair value of investments 3,358,414 Dividends 1,564,132 Interest on participant loans 101,313 ----------- 5,023,859 ----------- Deductions from Net Assets Attributed to: Net benefit payments (6,264,194) ----------- Net Increase 7,622,149 Net Assets Available for Plan Benefits at Beginning of Year 42,074,972 ----------- Net Assets Available for Plan Benefits at End of Year $49,697,121 =========== The accompanying notes are an integral part of these financial statements. 4 PREMIERE GLOBAL SERVICES, INC. 401(K) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2007 AND 2006 1. Plan Description The following description of the Premiere Global Services, Inc. 401(k) Plan (the "Plan"), provides only general information. Participants should refer to the Plan document or the summary plan description for a more complete description of the Plan's provisions. General The Plan is a defined contribution plan administered by the 401(k) Administrative Committee, appointed by the Board of Directors of Premiere Global Services, Inc. (the "Company" or "Employer"). T. Rowe Price Trust Company was the custodian of the Plan and trustee with respect to all non-Company stock assets through March 31, 2006. Effective April 1, 2006, MetLife Retirement Plans became the new record keeper for the Plan, and Reliance Trust Company became the new trustee for the Plan. On December 9, 2006, MetLife Retirement Plans transferred the record keeping and administrative responsibilities of the Plan to Great-West Retirement Services. Eligibility All covered employees of the Company, as defined by the Plan, are eligible to participate in the Plan as of the first day of the month on or following the 30-day anniversaries of their employment. Participant Contributions Participants may elect to contribute, on a pre-tax basis, up to 20% of their eligible compensation, as defined by the Plan. For 2007, the Internal Revenue Service ("IRS") tax code limit on before tax contributions was $15,500 in the aggregate. (Participants who were age 50 or older in 2007 were eligible to contribute an additional $5,000 in catch-up contributions.) Contributions may be invested in 1% increments totaling, but not exceeding, 100% into any of the investment options offered by the Plan. A participant may prospectively change the percentage of his/her contribution at any time. The change will generally be effective the next pay period. The following funds were offered by the Plan as of December 31, 2007: o MET Aggressive Asset Allocation Portfolio o MET Conservative Asset Allocation Portfolio o MET Moderate Conservative Asset Allocation Portfolio o MET Moderate Asset Allocation Portfolio o MET Very Aggressive Asset Allocation Portfolio o American Funds Europacific Growth Fund - R3 o Pioneer Oak Ridge Small Cap Growth - A o American Beacon Small Cap Value Fund Service o Pioneer Mid-Cap Value - A o Alger Mid-Cap Growth Fund Institutional o Davis NY Venture Fund - A o American Funds Growth Fund of America - R3 5 PREMIERE GLOBAL SERVICES, INC. 401(K) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2007 AND 2006 o MET Series Stock Index Portfolio II o Oppenheimer Value Fund - A o Calvert Income Fund - A o PIMCO Total Return Fund - R o Premiere Global Services, Inc. Common Stock o MetLife Pooled GIC Employer Contributions The Employer may contribute 100% of the participant's contribution not to exceed 3% of his/her eligible compensation ("Matching Contributions"). Matching Contributions are made in cash or in Company stock. If the Company elects to match in stock, a participant may elect, at any time after the Matching Contributions are allocated to his/her account, to redirect his/her Matching Contribution to any other investment option. The Company's 401(k) Administrative Committee, appointed by the Board of Directors, approved a Matching Contribution of $2,061,598 to the Plan for the year ended December 31, 2007. This Matching Contribution was contributed in cash net of forfeitures of $94,556, resulting in total cash Matching Contributions of $1,967,042 in 2008. Rollovers from Other Plans A participant who has received a distribution of his/her interest in a qualified retirement plan may elect to deposit all or any portion of the eligible amount of such distribution as a rollover to this Plan. Participant Accounts Each participant's account is credited with the participant's contributions, allocations of the Employer Matching Contributions and his/her share of the Plan's income (loss). The Plan's income (loss) with respect to each investment fund is allocated based on the proportion that each participant's account balance invested in such fund has to the total of all participants' account balances invested in such fund. Vesting Participants are immediately vested in the value of their contributions and actual earnings thereon. Employer Matching Contributions vest according to the following schedule: Years of Service: Vested Percentage ----------------- ----------------- Less than one 0% One 34% Two 67% Three or more 100% Participants must be credited with a minimum of 1,000 hours of service during the Plan year to complete a year of vesting service. 6 PREMIERE GLOBAL SERVICES, INC. 401(K) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2007 AND 2006 A participant will become fully vested in Employer Matching Contributions, regardless of length of service, in the event of death, disability, or attainment of age 65. Forfeited Accounts During 2007, $91,076 of Employer Matching Contributions was forfeited by terminating employees before those amounts became vested. In accordance with Plan provisions, cumulative forfeitures of $94,556 were used to reduce the Employer Matching Contributions paid in 2008. Distribution of Benefits Upon retirement, death, disability, or termination of service, a participant or his/her beneficiary may elect to receive a lump-sum distribution. This distribution will be equal to the participant's vested account balance and will be made in cash. However, if a portion of the participant's vested balance is in Company stock, the participant may elect to receive payments for that portion of his/her vested account in the form of Company stock. Hardship distributions are permitted if certain criteria are met, as defined by the Plan. Loans to Participants Participants may borrow the minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of his/her vested account balance. The loans are secured by the balance of the participant's account and bear interest at a fixed rate over the life of the loan. The rate of interest charged is based upon the rate that one or more lending institutions would charge on a similar loan in similar circumstances. Loans are repayable through payroll deductions over periods ranging up to 60 months for a general-purpose loan and up to 10 years for the purchase of a principal residence. The interest rate is determined by the Plan administrator based on prevailing market conditions. 2. Summary of Significant Accounting Policies Basis of Accounting The accounting records of the Plan are maintained on the modified cash basis of accounting. Under the modified cash basis, receivables and accrued expenses are not recorded, and investment is stated at market value. Valuation of Investments Investments in publicly traded mutual funds are stated in the accompanying statement of net assets available for plan benefits at their fair values based on quoted market prices on national exchanges. 7 PREMIERE GLOBAL SERVICES, INC. 401(K) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2007 AND 2006 Investment securities in general are exposed to various risks, including credit, interest and overall market volatility risks. Due to the level of risk associated with certain investment securities, it is possible that changes in values of investment securities will occur and that such changes could materially affect the amount reported in the statement of net assets available for plan benefits. Net Appreciation Realized gains and losses on sales of investments and changes in unrealized appreciation are recorded in the accompanying statement of changes in net assets available for plan benefits as net appreciation in fair value of investments. Administrative Expenses All costs and expenses incurred in connection with the general administration of the Plan, with the exception of variable asset charges imputed on certain Plan assets and certain fees associated with participant loans, are paid by the Company. 3. Investments The fair market values of individual assets that represent 5% or more of the Plan's net assets as of December 31, 2007 are as follows: 2007 ---- MET Aggressive Asset Allocation Portfolio $5,961,595 American Funds Europacific Growth Fund - R3 5,787,535 Davis NY Venture Fund - A 3,007,095 American Funds Growth Fund of America - R3 3,484,230 MET Series Stock Index Portfolio II 9,217,182 Premiere Global Services, Inc. Common Stock 5,448,649 MetLife Pooled GIC 4,119,689 8 PREMIERE GLOBAL SERVICES, INC. 401(K) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2007 AND 2006 The fair market values of individual assets that represent 5% or more of the Plan's net assets as of December 31, 2006 are as follows: 2006 ---- MET Aggressive Asset Allocation Portfolio $5,049,678 American Funds Europacific Growth Fund - R3 4,253,751 American Beacon Small Cap Value Fund Service 2,732,521 Davis NY Venture Fund - A 2,841,683 American Funds Growth Fund of America - R3 3,009,091 Premiere Global Services, Inc. Common Stock 3,890,910 Premiere Global Frozen GIC 3,901,700 MET Series Stock Index Portfolio II 8,950,847 Net appreciation in fair value of investments and dividends for the year ended December 31, 2007 is as follows: Net Appreciation Dividends ------------ --------- Mutual Funds $1,142,178 $1,564,132 Common Trust Funds 152,781 -- Common Stock - Premiere Global Services, Inc. 2,063,455 -- ---------- ---------- $3,358,414 $1,564,132 ========== ========== 4. Related Party Transactions On April 1, 2006, the Plan's investments included shares of mutual funds managed by MetLife Retirement Plans, who was the record-keeper for the Plan and therefore these transactions qualify as party-in-interest transactions. On December 9, 2006, MetLife Retirement Plans transferred the record keeping and administrative responsibilities of the Plan to Great-West Retirement Services. The Plan issues loans to participants, which are secured by the balances in the participants' accounts. These transactions qualify as party-in-interest transactions. 9 PREMIERE GLOBAL SERVICES, INC. 401(K) PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2007 AND 2006 5. Tax Status The IRS has determined and informed the administrator, by a letter dated September 9, 2002, that the Plan as adopted was designed in accordance with applicable sections of the Internal Revenue Code ("IRC") as of that date. The administrator believes that the Plan is designed and is being operated in compliance with the applicable requirements of the IRC. Therefore, the Plan administrator and the Plan's tax counsel believe that the Plan was qualified and the related trust was tax-exempt as of the financial statement dates. The Plan was submitted to the IRS on January 24, 2007 for a determination on whether the current Plan design is in accordance with applicable sections of the IRC. 6. Plan Termination Although it has not expressed any intent to do so, the Company has the right under the Plan to terminate the Plan subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). In the event of plan termination, participants will become fully vested in their account balances. 7. Plan Amendments The Plan was amended and restated effective January 1, 2006 to bring the Plan into compliance with the requirements of laws and regulations enacted or issued prior to December 20, 2006, including but not limited to: (i) the Economic Growth and Tax Relief Reconciliation Act of 2001, and (ii) the regulations issued by the Department of Treasury under Sections 401(k) and 401(m) of the IRC, as amended on December 29, 2004. The Plan was amended effective April 1, 2006, to merge the Communications Network Enhancement Inc. 401(k) Plan (the "CCS Plan") with and into the Plan and to permit the transfer of any promissory notes representing outstanding participants' loans under the CCS Plan as of April 1, 2006 to the Plan trust. 10 SUPPLEMENTAL SCHEDULE 11 PREMIERE GLOBAL SERVICES, INC. 401 (K) PLAN SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) DECEMBER 31, 2007
Issuer or Borrower Description of Investment Market** - ------------------------------- ---------------------------------------------------- ----------- MetLife Insurance Company* MET Aggressive Asset Allocation Portfolio $ 5,961,595 MetLife Insurance Company* MET Conservative Asset Allocation Portfolio 351,702 MetLife Insurance Company* MET Moderate Conservative Asset Allocation Portfolio 945,383 MetLife Insurance Company* MET Moderate Asset Allocation Portfolio 1,996,864 MetLife Insurance Company* MET Very Aggressive Asset Allocation Portfolio 836,621 American Funds Europacific Growth Fund - R3 5,787,535 Pioneer Oak Ridge Small Cap Growth- A 280,452 American Beacon Small Cap Value Fund Service 2,350,972 Pioneer Mid-Cap Value - A 601,473 Alger Mid Cap Growth Fund Institutional 1,443,106 Davis NY Venture Fund - A 3,007,095 American Funds Growth Fund of America - R3 3,484,230 MetLife Insurance Company* MET Series Stock Index Portfolio II 9,217,182 Oppenheimer Value Fund - A 707,543 Calvert Income Fund - A 191,313 PIMCO Total Return Fund - R 1,514,513 Premiere Global Services, Inc.* Premiere Global Services, Inc. Common Stock 5,448,649 MetLife Insurance Company* MetLife Pooled GIC 4,119,689 Participant Loans* Interest rates ranging from 6.0% - 9.25% 1,451,204 ----------- $49,697,121 ===========
* Party-in-interest to the Plan as defined by ERISA. ** Cost information is not required for participant directed investments and therefore is not included. See accompanying Report of Independent Registered Public Accounting Firm. 12 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. PREMIERE GLOBAL SERVICES, INC. 401(K) PLAN Date: June 24, 2008 By: /s/ Michael E. Havener -------------------------------------- Name: Michael E. Havener Title: Chairman of the Administrative Committee 13 EXHIBIT INDEX Exhibit No. Exhibit - ----------- ------- 23 Consent of Smith & Howard 14 EXHIBIT 23 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-89891 and Registration Statement No. 333-57698 of Premiere Global Services, Inc. on Form S-8 of our report dated June 17, 2008, appearing in this Annual Report on Form 11-K of Premiere Global Services, Inc. 401(k) Plan for the year ended December 31, 2007. /s/ Smith & Howard Atlanta, GA June 23, 2008 -----END PRIVACY-ENHANCED MESSAGE-----