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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Glowpoint Inc | AMEX:GLOW | AMEX | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 2.08 | 0 | 01:00:00 |
GLOWPOINT, INC.
(Exact name of registrant as specified in its charter)
|
Delaware
|
77-0312442
|
(State or other jurisdiction of
|
(I.R.S. Employer
|
incorporation or organization)
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Identification No.)
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1776 Lincoln Street, Suite 1300, Denver, Colorado
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80203
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(Address of Principal Executive Offices)
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(Zip Code)
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David Clark
Chief Financial Officer, Treasurer and Corporate Secretary
1776 Lincoln Street, Suite 1300
Denver, Colorado 80203
(303) 640-3838
|
||
(Name, address and telephone number, including area code, of agent for service)
|
||
|
|
|
With a copy to:
|
Kristin L. Lentz, Esq.
Davis Graham & Stubbs LLP
1550 17th Street, Suite 500
Denver, Colorado 80202
(303) 892-9400
|
Large accelerated filer
|
o
|
Accelerated filer
|
o
|
Non-accelerated filer
|
o
|
Smaller reporting company
|
x
|
Title of securities
to be registered |
Amount to be registered
|
Proposed maximum offering price per share
|
Proposed maximum aggregate offering price
|
Amount of registration fee
|
Common Stock, $0.0001 par value
|
4,400,000 (1)
|
$1.49 (2)
|
$6,556,000 (2)
|
$844.41
|
(1)
|
Amount to be registered consists of common stock of Glowpoint, Inc. to be issued pursuant to the 2014 Equity Incentive Plan. This registration statement also covers any additional securities issuable upon stock splits, stock dividends or similar transactions pursuant to Rule 416 under the Securities Act of 1933, as amended.
|
(2)
|
Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and 457(h) under the Securities Act of 1933, as amended, based upon the average of the high and low sales prices of the common stock of Glowpoint, Inc. on May 30, 2014, as reported on the NYSE MKT.
|
(1)
|
To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:
|
(i)
|
To include any prospectus required by Section 10(a)(3) of the Securities Act;
|
(ii)
|
To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and
|
(iii)
|
To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement;
|
(2)
|
That, for the purpose of determining any liability under the Securities Act, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof; and
|
(3)
|
To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.
|
By:
|
/s/ Peter J. Holst
|
|
Peter J. Holst
|
|
Chief Executive Officer and President
|
Signature
|
Title
|
Date
|
/s/ Peter J. Holst
Peter J. Holst
|
Chief Executive Officer, President and Director (principal executive officer)
|
June 2, 2014
|
/s/ David Clark
David Clark
|
Chief Financial Officer, Treasurer and Corporate Secretary (principal financial and accounting officer)
|
June 2, 2014
|
/s/ Patrick J. Lombardi
Patrick J. Lombardi
|
Chairman, Director
|
June 2, 2014
|
/s/ Kenneth Archer
Kenneth Archer
|
Director
|
June 2, 2014
|
/s/ James H. Cohen
James H. Cohen
|
Director
|
June 2, 2014
|
/s/ James S. Lusk
James S. Lusk
|
Director
|
June 2, 2014
|
Exhibit No
.
|
Description
|
|
|
4.1
|
Specimen Common Stock Certificate (incorporated herein by reference to Exhibit 4.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006, filed with the Commission on June 6, 2006).
|
5.1
|
Opinion of Davis Graham & Stubbs LLP with respect to the legality of the Common Stock being registered.
|
23.1
|
Consent of EisnerAmper LLP.
|
23.2
|
Consent of Davis Graham & Stubbs LLP (included in Exhibit 5.1).
|
99.1
|
Glowpoint, Inc. 2014 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the Commission on June 2, 2014).
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