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Microcap & Penny Stocks : DCI Telecommunications - DCTC Today -- Ignore unavailable to you. Want to Upgrade?

To: LT who wrote (1321)	11/5/1997 12:07:00 PM
From: george eberting	Read Replies (2) \| Respond to of 19331

Some thoughts and questions on the SMTK deal: (1) It appears that the parties anticipate that it will take a couple of months for the deal to close. No specific date is mentioned in the agreement. (2) The deal appears to me subject to approval by WH Smith: Section 6.3 The WH Smith Contract. The WH Smith Contract shall have been assigned to SmarTalk or SMTK U.K. Limited or their assigns (as determined by SmarTalk and/or SMTK U.K. Limited prior to the Closing) and SmarTalk or SMTK U.K. Limited shall have entered into a new contract with D Services for the business of WH Smith (the "New WH Smith Contract"), which (3) What happens to the inventory of prepaid phone cards which exists at the date of closing? DCTC warranted that there wasn't any inventory. I'm confused. Do we just give them what's already on the shelves of the retailers? Is the inventory all returned and written off? What? (4) In the introduction of the 8k it is stated that the approximate gain is only $3.3 million not $9,000,000 minus $1,500,000. (5) Since the $8,000,000 in SMTK stock is as of date of closing, it doesn't matter squate what SMTK is trading for today. Though it is nice to have the stock being upgraded and trading higher. (6) Does anyone understand why the date of March 30, 1998 was chosen as the registration date of the SMTK stock. Is it that both parties fully anticipate the deal will be closed by then and DCTC will be entitled to payment by then? George New WH Smith Contract is in form and substance satisfactory to SMTK U.K. Limited.