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Form 8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): December 13, 2004

 

 

PRIMUS TELECOMMUNICATIONS GROUP, INCORPORATED

(Exact name of registrant as specified in its charter)

 

 

Delaware   0-29092   54-1708481

(State or other jurisdiction

of incorporation)

   (Commission File No.)  

(IRS Employer

Identification No.)

 

1700 Old Meadow Road, Suite 300, McLean, VA 22102

(Address of principal executive offices and zip code)

 

Registrant’s telephone number, including area code: (703) 902-2800

 

 

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 (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Item 5.02. Departures of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

(a) Not applicable.

 

(b) On December 13, 2004, Primus Telecommunications Group, Incorporated (“Primus” or the “Company”) announced that Neil L. Hazard will no longer serve in the capacity of Principal Financial Officer, beginning January 1, 2005. Mr. Hazard currently holds the combined roles of Chief Operating Officer and Chief Financial Officer and will continue to serve as the Company’s Executive Vice President and Chief Operating Officer.

 

(c) On December 13, 2004, Primus Telecommunications Group, Incorporated appointed Thomas R. Kloster, age 44, as its Chief Financial Officer (Principal Financial Officer), effective January 1, 2005. Mr. Kloster has served as the Company’s Senior Vice President—Corporate Finance since August 2003. From September 2001 to August 2003, Mr. Kloster served as Vice President of Business Operations and Development for Sprint International. From May 2000 to September 2001, Mr. Kloster was the Chief Financial Officer and Controller of Cidera, Inc., a satellite-based provider of Internet content. From May 1996 through May 2000, Mr. Kloster served as the Corporate Controller and Chief Financial Officer of North America for the Company.

 

Item 9.01. Financial Statements and Exhibits.

 

(a) and (b) Not applicable.

 

(c) Exhibits.

 

Exhibit No.
   

Description

99.1    Press release dated December 13, 2004

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.

 

    PRIMUS TELECOMMUNICATION GROUP, INCORPORATED

Dated: December 13, 2004

  

By:

  

/s/ Neil L. Hazard

       

Neil L. Hazard

       

Executive Vice President, Chief Operating Officer and

Chief Financial Officer (Principal Financial Officer)

EXHIBIT INDEX

 

Exhibit No.
   

Description

99.1    Press release dated December 13, 2004.
EXHIBIT 99.1

Exhibit 99.1

 

LOGO

 

PRIMUS TELECOMMUNICATIONS APPOINTS THOMAS KLOSTER AS

CHIEF FINANCIAL OFFICER

 

MCLEAN, VA.—(BUSINESS WIRE)—December 13, 2004—PRIMUS Telecommunications Group, Incorporated (Nasdaq: PRTL), an integrated communications services provider, today announced the appointment of Thomas Kloster as Chief Financial Officer, effective January 1, 2005.

 

Mr. Kloster, who has served as the Senior Vice President – Corporate Finance since August 2003, will report to Mr. K. Paul Singh, Chairman and Chief Executive Officer of PRIMUS. Mr. Neil Hazard, who currently holds the combined roles of Chief Operating Officer and Chief Financial Officer of PRIMUS, will continue as the Chief Operating Officer reporting to Mr. Singh.

 

Mr. Kloster first joined PRIMUS in May 1996 as the Corporate Controller and later served as Chief Financial Officer of North American Operations until May 2000. Mr. Kloster’s extensive telecom and corporate finance experience includes holding positions of Vice President of Business Development at Sprint International, Senior Manger of Financial Reporting at MCI Corporation, and Controller and later Chief Financial Officer at Cidera, Inc. Mr. Kloster began his career by serving ten years in public accounting, most recently as Senior Manager of Auditing Services for PriceWaterhouseCoopers. He is a Certified Public Accountant and graduate of the University of Texas.

 

*    *    *

 

Primus Telecommunications Group, Incorporated (Nasdaq: PRTL) an integrated communications services provider offering bundled voice, data, Internet, DSL, VOIP, wireless, Web hosting, enhanced VPN applications and other value added services. PRIMUS operates an extensive global backbone network of owned and leased transmission facilities, including VOIP connections to over 150 countries and over 550 points-of-presence (POPs) throughout the world, ownership interests in 23 undersea fiber optic cable systems, 18 international gateway and domestic switches, and a variety of operating relationships that allow it to deliver traffic worldwide. PRIMUS also has deployed a global broadband fiber optic ATM+IP network and operates data centers to offer customers Internet, data, hosting and e-commerce services. Founded in 1994 and based in McLean, Virginia, PRIMUS serves corporate, small- and medium-sized businesses, residential and data, ISP and telecommunications carrier customers primarily located in the North America, Europe and Asia-Pacific regions of the world. News and information are available at PRIMUS’s Web site at www.primustel.com.

 

*    *    *

 

John DePodesta

Executive Vice President

Primus Telecommunications Group, Incorporated

703 748-8050

ir@primustel.com