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): January 27, 2011
 
deltathree, Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)
 
 000-28063 13-4006766
 (Commission File Number)  (IRS Employer Identification No.)
   
 224 West 35th Street, New York, N.Y. 10001
 (Address of principal executive offices) (Zip Code)
   
Registrant’s telephone number, including area code:       
 (212) 500-4850 
 

(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):

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

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

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

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

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

As more fully described in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 11, 2010, each of deltathree, Inc., Delta Three Israel, Ltd. and DME Solutions, Inc. (collectively, the “Deltathree Entities”) entered into the Second Loan and Security Agreement (the “Loan Agreement”) with D4 Holdings, LLC (“D4 Holdings”) on August 10, 2010, pursuant to which D4 Holdings provided to the Deltathree Entities a line of credit in a principal amount of $1,000,000.    

On January 27, 2011, deltathree, Inc. received $300,000 from D4 Holdings pursuant to a notice of borrowing under the Loan Agreement.
 
 
 

 

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.
 
  DELTATHREE, INC.  
       
 
By:
/s/ Peter Friedman    
  Name:  Peter Friedman  
  Title:   General Counsel and Secretary  
       
Dated: January 27, 2011