INNOVATE Corp. — Director's Dealing 2010

Nov 19, 2010

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ARBINET Corp (ARBX)
CIK: 0001136655
Period of Report: 2010-11-19

Reporting Person: PRIMUS TELECOMMUNICATIONS GROUP INC (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0	Indirect

Footnotes

F1: This Form 3 is being filed on behalf of Primus Telecommunications Group, Incorporated, a Delaware corporation (the "Reporting Person" or "Primus"). (Continued in Footnote 2)

F2: On November 10, 2010, Arbinet Corporation, a Delaware corporation (the "Issuer" or "Arbinet"), Primus and PTG Investments, Inc., a Delaware corporation and wholly owned subsidiary of Primus ("Merger Sub"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), whereby Merger Sub will be merged with and into Arbinet with Arbinet surviving the merger as a wholly owned subsidiary of Primus. Additionally, Primus and Merger Sub entered into a Stockholder Support and Voting Agreement (the "Voting Agreement"), dated as of November 10, 2010, with Singer Children's Management Trust (the "Trust"), which granted Primus an irrevocable proxy relating to the Merger Agreement with respect to 1,276,110 shares of Issuer common stock that are currently held of record by the Trust and that the Trust has the right to vote. (Continued in Footnote 3)

F3: Under the Voting Agreement, the Trust has agreed, among other things, to vote the shares of Issuer common stock that are subject to the Voting Agreement in favor of the adoption of the Merger Agreement, and the transactions contemplated by the Merger Agreement, at any meeting of the stockholders of the Issuer, on the terms and subject to the conditions set forth in the Voting Agreement. (Continued in Footnote 4)

F4: By virtue of the Voting Agreement, the Reporting Person may be deemed to have voting power with respect to (and therefore beneficially own within the meaning of Rule 13d-3 of the Securities Exchange Act of 1934, as amended) an aggregate of 1,276,110 shares of Issuer common stock held by the Trust, which represents approximately 23% of the outstanding shares of Issuer common stock based on 5,507,876 shares issued and outstanding as of November 9, 2010, as represented by the Issuer in the Merger Agreement. The Reporting Person expressly disclaims any pecuniary interest in, and beneficial ownership of, shares of Issuer common stock for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Therefore, no shares of Issuer common stock are reported in this Form 3 as being beneficially owned by the Reporting Person.