UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): May 18, 2009
IDT
CORPORATION
(Exact
name of registrant as specified in its charter)
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Delaware
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1-16371
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22-3415036
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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520
Broad Street
Newark,
New Jersey
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07102
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (973) 438-1000
Not
Applicable
(Former
name or former address, if changed since last report.)
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):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 8.01
Other Events
On May
18, 2009, the Registrant was served with notice of a complaint filed on May 15,
2009 by T-Mobile USA, Inc. (“T-Mobile”) against the Registrant’s subsidiary, IDT
Domestic Telecom, Inc. (“Domestic Telecom”), in the Superior Court of the State
of Washington, King County. The complaint alleges that Domestic
Telecom breached a Wholesale Supply Agreement entered into between T-Mobile and
Domestic Telecom in February 2005, as amended, by failing to purchase at least
$75 million in services from T-Mobile (T-Mobile claims that Domestic Telecom
purchased only approximately $31 million of services). T-Mobile is
seeking monetary damages, including interest and costs, in an amount to be
determined at trial. The Registrant believes that its subsidiary has
valid defenses to T-Mobile’s allegations and intends to defend the action
vigorously and pursue all avenues of redress to reach a fair
result.
This
Current Report on Form 8-K, contains forward-looking statements made pursuant to
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Forward-looking statements typically are identified by use of
terms such as “may,” “will,” “should,” “plan,” “expect,” “anticipate,”
“estimate” and similar words, although some forward-looking statements are
expressed differently. While these forward-looking statements
represent our current judgment of what may happen in the future, actual results
may differ materially from the results expressed or implied by these statements
due to numerous important factors, including, but not limited to, those
described in our most recent report on SEC Form 10-K (under the headings "Risk
Factors" and "Management's Discussion and Analysis of Financial Condition and
Results of Operations"), which may be revised or supplemented in subsequent
reports on SEC Forms 10-Q and 8-K. We are under no obligation, and
expressly disclaim any obligation, to update the forward-looking statements in
this Current Report on Form 8-K, whether as a result of new information, future
events or otherwise.
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.
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IDT
CORPORATION
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By:
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Name:
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James
A. Courter
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Title:
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Chief
Executive Officer
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Dated:
May 22, 2009