WWW.EXFILE.COM, INC. -- 14309 -- J2 GLOBAL COMMUNICATIONS, INC. -- DEFR14A
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SCHEDULE
14A INFORMATION
PROXY
STATEMENT PURSUANT TO SECTION 14(a) OF
THE
SECURITIES EXCHANGE ACT OF 1934
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j2
GLOBAL COMMUNICATIONS, INC.
(Name
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Registrant as Specified in Its Charter)
(Name
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The
Registrant’s definitive proxy statement was filed with the Securities and
Exchange Commission on April 10, 2006. The registrant is filing this restatement
to incorporate the registrant’s recent announcement that it plans to utilize
some of the additional shares to be authorized under Proposal 2 to effect
a
two-for-one stock split.
Paragraph
3 of Proposal 2 appearing on page 6 of the proxy statement is hereby restated
in
its entirety as follows (additions from the original text of the proposal
are
marked by bold underlines and deletions from the original text are marked
by
strikethroughs):
The
purpose of the proposed amendment to the Certificate is to ensure that
j2 Global
has adequate authorized shares of Common Stock available from time to time
if
needed for such corporate purposes as may be deemed appropriate by the
Board of
Directors.
In
particular, on April 25, 2006, j2 Global announced plans to effect a two-for-one
stock split in the form of a stock dividend, subject to stockholder approval
of
this proposal. j2 Global has announced its intention to effect a stock
split
primarily to promote liquidity in the market for our shares. Our price
per share
has grown to a point where some investors may hesitate to buy just because
the
cost of acquiring a “round lot” of 100 shares is so high. The split will bring
that cost down to a level more attractive for individuals. In order to
consummate the proposed stock split j2 Global requires some of the additional
shares to be authorized by this proposal. Other corporate purposes for
which
additional authorized shares may be utilized include
additional These
corporate purposes might include
stock
splits, stock dividends, public or private stock offerings, acquisitions,
the
continued provision of equity incentives to our employees, officers and
directors and other corporate purposes. Although we currently have no
other
approved
plans for these shares, our Board of Directors has, from time to time,
discussed
some of these corporate purposes,
including but not limited to the declaration of a stock split in the form
of a
stock dividend.