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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/09/12 Idt Corp 10-K/A 7/31/12 93:9.7M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 10-K/A Amendment No.1 to Form 10-K HTML 70K 62: R1 Document and Entity Information HTML 60K 48: R2 Consolidated Balance Sheets HTML 205K 59: R3 Consolidated Balance Sheets (Parenthetical) HTML 58K 65: R4 Consolidated Statements of Income HTML 176K 84: R5 Consolidated Statements of Comprehensive Income HTML 64K 50: R6 Consolidated Statements of Equity HTML 106K 58: R7 Consolidated Statements of Equity (Parenthetical) HTML 31K 42: R8 Consolidated Statements of Cash Flows HTML 234K 32: R9 Description of Business and Summary of Significant HTML 107K Accounting Policies 85: R10 Discontinued Operations HTML 72K 67: R11 Fair Value Measurements HTML 49K 66: R12 Property, Plant and Equipment HTML 44K 72: R13 Goodwill and Other Intangibles HTML 63K 73: R14 Other Operating (Losses) Gains, Net HTML 56K 70: R15 Notes Payable HTML 50K 74: R16 Other (Expense) Income, Net HTML 41K 60: R17 Income Taxes HTML 112K 63: R18 Equity HTML 45K 69: R19 Stock-Based Compensation HTML 68K 93: R20 Accumulated Other Comprehensive Income (Loss) HTML 43K 80: R21 Legal Proceedings HTML 55K 54: R22 Commitments and Contingencies HTML 55K 68: R23 Related Party Transactions HTML 49K 56: R24 Defined Contribution Plans HTML 30K 23: R25 Business Segment Information HTML 73K 81: R26 Selected Quarterly Financial Data (Unaudited) HTML 81K 89: R27 Description of Business and Summary of Significant HTML 190K Accounting Policies (Policies) 37: R28 Description of Business and Summary of Significant HTML 58K Accounting Policies (Tables) 36: R29 Discontinued Operations (Tables) HTML 59K 40: R30 Fair Value Measurements (Tables) HTML 35K 41: R31 Property, Plant and Equipment (Tables) HTML 37K 43: R32 Goodwill and Other Intangibles (Tables) HTML 60K 15: R33 Other Operating (Losses) Gains, Net (Tables) HTML 56K 78: R34 Notes Payable (Tables) HTML 47K 52: R35 Other (Expense) Income, Net (Tables) HTML 39K 55: R36 Income Taxes (Tables) HTML 114K 27: R37 Stock-Based Compensation (Tables) HTML 55K 92: R38 Accumulated Other Comprehensive Income (Loss) HTML 43K (Tables) 8: R39 Commitments and Contingencies (Tables) HTML 47K 45: R40 Business Segment Information (Tables) HTML 61K 83: R41 Selected Quarterly Financial Data (Unaudited) HTML 78K (Tables) 25: R42 Description of Business and Summary of Significant HTML 80K Accounting Policies - Additional Information (Detail) 35: R43 Description of Business and Summary of Significant HTML 44K Accounting Policies - Summary of Weighted-Average Number of Shares used in Calculation of Basic and Diluted Earnings Per Share (Detail) 39: R44 Description of Business and Summary of Significant HTML 35K Accounting Policies - Summary of Outstanding Stock Options Excluded from Calculation of Diluted Earnings Per Share (Detail) 49: R45 Description of Business and Summary of Significant HTML 39K Accounting Policies - Summary of Change in Allowance for Doubtful Accounts (Detail) 14: R46 Discontinued Operations - Additional Information HTML 53K (Detail) 31: R47 Discontinued Operations - Summary Financial Data HTML 45K of Discontinued Operations (Detail) 10: R48 Discontinued Operations - Schedule of Assets and HTML 83K Liabilities of Discontinued Operations (Detail) 82: R49 Fair Value Measurements - Additional Information HTML 35K (Detail) 24: R50 Fair Value Measurements - Summary of Change in HTML 46K Company's Assets Measured at Fair Value on Recurring Basis (Detail) 79: R51 Property, Plant and Equipment - Schedule of HTML 52K Property, Plant and Equipment (Detail) 28: R52 Property, Plant and Equipment - Additional HTML 58K Information (Detail) 46: R53 Goodwill and Other Intangibles - Schedule of HTML 39K Change in Carrying Amount of Goodwill by Operating Segment (Detail) 9: R54 Goodwill and Other Intangibles - Schedule of Other HTML 45K Intangible Assets (Detail) 12: R55 Goodwill and Other Intangibles - Additional HTML 43K Information (Detail) 38: R56 Other Operating (Losses) Gains, Net - Summary of HTML 124K Other Operating (Losses) Gains, Net by Business Segment (Detail) 18: R57 Notes Payable - Schedule of Notes Payable (Detail) HTML 122K 86: R58 Notes Payable - Schedule of Notes Payable HTML 34K (Parenthetical) (Detail) 51: R59 Notes Payable - Schedule of Estimated Future HTML 50K Principal Payments of Notes Payable (Detail) 71: R60 Other (Expense) Income, Net - Schedule of Other HTML 49K Income Expense Net (Detail) 30: R61 Other (Expense) Income, Net - Additional HTML 43K Information (Detail) 33: R62 Income Taxes - 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Amendment No.1 to Form 10-K |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment No. 1
x | Annual report pursuant to section 13 or 15(d) of the securities exchange act of 1934 |
for the fiscal year ended July 31, 2012,
or
¨ | Transition report pursuant to section 13 or 15(d) of the securities exchange act of 1934. |
Commission File Number: 1-16371
IDT Corporation
(Exact name of registrant as specified in its charter)
Delaware | 22-3415036 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
520 Broad Street, Newark, New Jersey 07102
(Address of principal executive offices, zip code)
(973) 438-1000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Name of each exchange on which registered | |
Class B common stock, par value $.01 per share | New York Stock Exchange |
Securities registered pursuant to section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨ No x
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ¨ | Accelerated filer | x | |||
Non-accelerated filer | ¨ | Smaller reporting company | ¨ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ¨ No x
The aggregate market value of the voting and non-voting stock held by non-affiliates of the registrant, based on the closing price on January 31, 2012 (the last business day of the registrant’s most recently completed second fiscal quarter) of the Class B common stock of $8.52 per share, as reported on the New York Stock Exchange, was approximately $137.4 million.
As of November 5, 2012, the registrant had outstanding 21,264,307 shares of Class B common stock and 1,574,326 shares of Class A common stock. Excluded from these numbers are 2,847,485 shares of Class B common stock and 1,698,000 shares of Class A common stock held in treasury by IDT Corporation.
DOCUMENTS INCORPORATED BY REFERENCE
The definitive proxy statement relating to the registrant’s Annual Meeting of Stockholders, to be held December 17, 2012, is incorporated by reference into Part III of this Form 10-K to the extent described therein.
IDT CORPORATION
Explanatory Note
IDT Corporation (the “Company”) is filing this Amendment No. 1 on Form 10-K/A (the “Amendment”) to the Company’s annual report on Form 10-K for the year ended July 31, 2012 (the “Form 10-K”), filed with the Securities and Exchange Commission on October 15, 2012 (the “Original Filing Date”), solely to furnish Exhibit 101 to the Form 10-K in accordance with Rule 405 of Regulation S-T. Exhibit 101 consists of the following interactive data files from the Company’s Form 10-K, formatted in XBRL (Extensible Business Reporting Language):
101.INS |
XBRL Instance Document | |
101.SCH |
XBRL Taxonomy Extension Schema Document | |
101.CAL |
XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF |
XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB |
XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE |
XBRL Taxonomy Extension Presentation Linkbase Document |
No other changes have been made to the Form 10-K. This Amendment speaks as of the Original Filing Date, does not reflect events that may have occurred subsequent to the Original Filing Date, and does not modify or update in any way disclosures made in the Form 10-K.
Part IV
Item 15. Exhibits, Financial Statement Schedules.
(b) | Exhibits. |
Exhibit |
Description of Exhibits | |
3.01(1) | Third Restated Certificate of Incorporation of the Registrant. | |
3.02(2) | Fourth Amended and Restated By-laws of the Registrant. | |
10.01(3) | Agreement, entered into as of October 21, 2009 between the Registrant and James A. Courter. | |
10.02(3) | Warrant to Purchase Common Stock, entered into as of October 21, 2009 between the Registrant and James A. Courter. | |
10.03(4) | Second Amended and Restated Employment Agreement, dated October 28, 2011, between the Registrant and Howard S. Jonas. | |
10.04(5) | 1996 Stock Option and Incentive Plan, as amended and restated, of IDT Corporation. | |
10.05(6) | 2005 Stock Option and Incentive Plan of IDT Corporation, as amended. | |
10.06(7) | Agreement of Sale between 520 Broad Street Associates, L.L.C. and Registrant, dated September 19, 2007 and amended October 17, 2007 and November 7, 2007. | |
10.07(8) | Termination of the Amended and Restated Consulting Agreement, dated April 21, 2010, between the IDT Corporation, Credit Freedom Fighters, LLC and Stephen Brown. | |
10.08(9) | Employment Agreement, dated November 22, 2011, between IDT Corporation and Bill Pereira. | |
10.09(10) | Purchase Agreement, dated June 16, 2009, by and among IDT Domestic Telecom, Inc., IDT Telecom, Inc., UTCG Holdings, LLC and Carlos Gomez. | |
10.10(11) | Credit Agreement, dated July 12, 2012, between IDT Telecom, Inc. and TD Bank, N.A. | |
10.11(12) | Employment Agreement, dated October 28, 2011, between IDT Corporation and Liore Alroy | |
21.01(11) | Subsidiaries of the Registrant. | |
23.01(11) | Consent of Grant Thornton LLP. | |
23.02(13) | Consent of Zwick and Banyai, PLLC | |
31.01(11) | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
31.02(11) | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
32.01(11) | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
32.02(11) | Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
99.01(13) | Significant subsidiary financial statements | |
101.INS* | XBRL Instance Document | |
101.SCH* | XBRL Taxonomy Extension Schema Document | |
101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB* | XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document |
* | furnished herewith. |
(1) | Incorporated by reference to Form 8-K, filed April 5, 2011. |
(2) | Incorporated by reference to Form 8-K, filed September 23, 2009. |
(3) | Incorporated by reference to Form 10-K for the fiscal year ended July 31, 2006, filed October 16, 2006. |
(4) | Incorporated by reference to Form 8-K, filed November 3, 2011. |
(5) | Incorporated by reference to Schedule 14A, filed November 3, 2004. |
(6) | Incorporated by reference to Schedule 14A, filed November 7, 2011. |
(7) | Incorporated by reference to Form 8-K, filed November 9, 2007. |
(8) | Incorporated by reference to Form 10-Q for fiscal quarter ended April 30, 2010 filed June 14, 2010. |
(9) | Incorporated by reference to Form 8-K, filed November 29, 2011. |
(10) | Incorporated by reference to Form 10-K/A for fiscal year ended July 31, 2009, filed March 25, 2010. |
(11) | Incorporated by reference to Form 10-K for fiscal year ended July 31, 2012, filed October 15, 2012. |
(12) | Incorporated by reference to Form 8-K, filed November 3, 2011. |
(13) | Incorporated by reference to Form 10-K for fiscal year ended July 31, 2011, filed October 11, 2011. |
Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized.
IDT CORPORATION | ||
By: | /s/ Howard S. Jonas | |
Howard S. Jonas | ||
Chairman of the Board and Chief Executive Officer |
Date: November 9, 2012
Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report on Form 10-K has been signed by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
Signature |
Titles |
Date | ||
/s/ Howard S. Jonas |
Chairman of the Board, Chief Executive Officer and Director (Principal Executive Officer) |
November 9, 2012 | ||
Howard S. Jonas | ||||
/s/ Marcelo Fischer |
Senior Vice President—Finance (Principal Financial Officer) |
November 9, 2012 | ||
Marcelo Fischer | ||||
/s/ Mitch Silberman |
Chief Accounting Officer and Controller (Principal Accounting Officer) |
November 9, 2012 | ||
Mitch Silberman | ||||
/s/ Bill Pereira |
Director | November 9, 2012 | ||
Bill Pereira | ||||
Director | November 9, 2012 | |||
Lawrence E. Bathgate II | ||||
Director | November 9, 2012 | |||
Eric F. Cosentino | ||||
/s/ Judah Schorr |
Director | November 9, 2012 | ||
Judah Schorr |
This ‘10-K/A’ Filing | Date | Other Filings | ||
---|---|---|---|---|
12/17/12 | 8-K, DEF 14A | |||
Filed on: | 11/9/12 | |||
11/5/12 | 3 | |||
10/15/12 | 10-K, 4 | |||
For Period end: | 7/31/12 | 10-K, 8-K | ||
7/12/12 | ||||
1/31/12 | 10-Q | |||
11/29/11 | 8-K | |||
11/22/11 | 4, 8-K | |||
11/7/11 | DEF 14A | |||
11/3/11 | 8-K | |||
10/28/11 | 4, 8-K, DEF 14C | |||
10/11/11 | 10-K, S-8 | |||
7/31/11 | 10-K | |||
4/5/11 | 8-K | |||
6/14/10 | 10-Q | |||
4/30/10 | 10-Q | |||
4/21/10 | ||||
3/25/10 | 10-K/A | |||
10/21/09 | ||||
9/23/09 | 4, 8-K | |||
7/31/09 | 10-K, 10-K/A, 4, 8-K | |||
6/16/09 | 8-K | |||
11/9/07 | 8-K | |||
11/7/07 | 8-K | |||
10/17/07 | ||||
9/19/07 | ||||
10/16/06 | 10-K | |||
7/31/06 | 10-K, 4, ARS | |||
11/3/04 | DEF 14A | |||
List all Filings |