HARTCOURT COMPANIES INC (HRCT.OB) form 8-K Item 2. Acquisition or Disposition of Assets
On May 16, 2001, The Hartcourt Companies, Inc., a Utah Corporation (Registrant), completed the purchase of 51% of all of the issued and outstanding shares of common stock of Elephant Talk Limited ("ET"), for a total consideration of $3,825,000. The purchase price was paid at the Closing Date of May 16, 2001 as follows: $1,500,000 of the purchase price consisted of the value of 1,000,000 restricted common shares of the Registrant, valued at $250,000 at the closing, and a promissory note in the amount of $1,250,000, which shall be due and payable on February 16, 2002; and $2,325,000 of the purchase price was paid by issuance of 3,756,058 restricted common shares of the Registrant to nine shareholders of ET in proportion to their share holdings. The share price was calculated by dividing $2,325,000 by the average daily share closing value of the Registrant's common stock for the ten business days immediately preceding the date of Closing.
Elephant Talk Limited, based in Hong Kong, is one of the leading international long-distance service providers to Hong Kong and portions of China. Established in 1995, it holds a number of licenses including US FCC 214, HK ETS and ISP PNETS allowing it to provide voice, data transmission like IDD, pre-paid calling card and ISP services. Its customers include major telecom carriers based in the U.S. and Hong Kong.
The Registrant does not intend any changes in management and will operate Elephant Talk as a subsidiary of the Company. |