Good Morning Greg and Everyone,
I just got off the phone with Dan Murphy and Larry Shatsoff
of DCI asking for some clarifications of my opinions about
the registration of the S-1A. Those shares are being
registered as per agreements with Muller, CardCall, Travel
Source and Cyberfax and are in lock-up for one to two years
from ISSUANCE, not registration. When the performances of
those divisions meet standards set in the buyout agreements
with them, shares are issued. It is from that time the clock
starts.
I asked about the TOTAL POSSIBLE SHARES to be issued if every
division meets their eps/revenue targets. It is right at 21
million including all options and warrants. I'd love to see
us have to give those shares out since they are totally
performance based as it would mean we are generating huge
revenues and eps.
Hope this is of help.....Lou
Here is more information concerning the filed S-1 and
the S-1A that was filed Aug 5, 1997...
There will also be an amendment filed for a cover page only
as it was accidentally not sent with the S-1A
Form S-1/A for DCI TELECOMMUNICATIONS INC filed on Aug 5 1997
As filed with the Securities and Exchange Commission On August 5, 1997
Registration No. 333-31579
Amendment No 1
to
FORM S-1
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
Date of Report (Date of earliest event reported) July 14, 1997.
DCI Telecommunications, Inc.
(Exact name of registrant as specified in its charter)
Colorado 2-96976-D 84-1155-41
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) Number)
611 Access Road, Stratford, CT 06497
(Address of registrant's executive offices)
Registrant's telephone number, including area code: (203) 380-0910
------------------------
Joseph J. Murphy
President & CEO
611 Access Road
Stratford, CT 06497
(203) 380-0910
(Name, address, including zip code and telephone number,
including area code, of agent for service)
Copy to:
Anthony M. Macleod
Whitman Breed Abbott & Morgan
100 Field Point Road
Greenwich, CT 06830
203-862-2458
Approximate date of proposed sale to the public: Does not apply.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box: __
If the registrant elects to deliver its latest annual report to security holders, or a complete and legible facsimile thereof, pursuant to Item 11(a) (1) of this Form, check the following box: __
If this Form is filed to register additional securities in an offering
pursuant to Rule 462(b) under the Securities Act, please check the
following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering: __
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering: __
If delivery of the prospectus is expected to made pursuant to Rule 434
please check the following box: __
CALCULATION OF REGISTRATION FEE
TITLE OF EACH AMOUNT TO BE PROPOSED PROPOSED AMOUNT OF
CLASS OF REGISTERED MAXIMUM MAXIMUM REGISTRATION
SECURITIES OFFERING AGGREGATE FEE
TO BE PRICE OFFERING
REGISTERED PER SHARE(1) PRICE
------------- ------------ --------- ---------- -----------
Common Stock, 2,174,865 $1.72 $3,740,768 $1,133
par value $.001
per share
1) Based on the closing ask price for the Common Stock on June 30, 1997 on the OTC Bulletin Board pursuant to Rule 457(c).
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
DCI Telecommunications, Inc.
Joseph J. Murphy
----------------
Joseph J. Murphy
President & CEO
Date: August 5,1997 |
