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FSN > SEC Filings for FSN > Form 8-K on 21-May-2009All Recent SEC Filings

Show all filings for FUSION TELECOMMUNICATIONS INTERNATIONAL INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for FUSION TELECOMMUNICATIONS INTERNATIONAL INC


21-May-2009

Results of Operations and Financial Condition, Creati


Item 2.02 Results of Operations and Financial Condition.

On May 15, 2009, Fusion Telecommunications International Inc., (the "Company") issued a press release entitled "Fusion Reports First Quarter 2009 Results", relating to its financial results for its fiscal quarter ended March 31, 2009. A conference call relating to these financial results was held on May 15, 2009.



Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On May 15, 2009 and May 18, 2009, the Company borrowed an aggregate amount of $50,000 from two Directors: Marvin S. Rosen and Philip D. Turits. Each promissory note evidencing the loans provides the lender the right to demand payment at any time of all unpaid principal and interest upon 10 (ten) days written demand and bears interest at the rate of ten percent (10%) per annum. Each note also grants the lender a collateralized security interest, pari passu with other lenders, in the Company's accounts receivable. The proceeds of these loans are being used primarily for general corporate purposes. The Form of Promissory Note issued in these transactions is incorporated by reference as Exhibit 99.2 to this report.



Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Directors

On May 16, 2009, Mr. Fred P. Hochberg resigned as a member of the Company's Board of Directors as a result of his appointment by President Barack Obama as President and Chairman of the Export-Import Bank of the United States. Mr. Hochberg's resignation was effective on May 16, 2009. Mr. Hochberg has been a valuable member of the Company's Board of Directors since 2004. During his tenure he has served on the Compensation and Nominating Committee.

On May 18, 2009, Mr. Raymond E. Mabus resigned as a member of the Company's Board of Directors as a result of his appointment by President Barack Obama as Secretary of the Navy. Mr. Mabus' resignation was effective on May 18, 2009. Mr. Mabus has been a valuable member of the Company's Board of Directors since 1999. During his tenure he has served on the Company's Audit Committee and the Compensation and Nominating Committee.




Item 7.01 Regulation FD Disclosure.

The press releases attached as Exhibit 99.1 to this report, is furnished pursuant to Item 2.02 and 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 liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by Fusion under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Press Release issued by Fusion Telecommunications International,
99.1 Inc., dated May 15, 2009 entitled ""Fusion Reports First Quarter 2009 Results." Form of Promissory Note and Security Agreement (incorporated by
99.2 reference to Exhibit 10.5 to the Registrant's Form 8-K filed with the Securities Exchange Commission on October 6, 2008)


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