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Microcap & Penny Stocks : DIAMOND EQUITIES DDEQ -- Ignore unavailable to you. Want to Upgrade?

To: Little Engine who wrote (134)	5/19/1999 9:21:00 PM
From: Spark	Read Replies (1) \| Respond to of 1143

Are you a little shorter???? LOL S

To: Little Engine who wrote (134)	5/20/1999 12:28:00 AM
From: Brad	Read Replies (1) \| Respond to of 1143

Little Engine (and ALL), Here's what I've found out in reference to the Preferred Shares and Dingaan Holdings... Originally, Teletek (a Las Vegas company) was a significant shareholder in the Company. The Company issued Preferred Shares to Teletek in June 1994 "in consideration for cash advances and the settlement of certain litigation involving the Company." In 1996, former officers/directors of the Company got into trouble. So, by August 1996, David Westfere had become CEO and had the task of cleaning things up. At that time, Teletek was still the holder of the Preferred shares. On August 27, 1996, Dingaan Holdings made a loan to Teletek of $2 million. Later that year, for whatever reason, Dingaan agreed to accept the DDEQ Preferred Shares, including unpaid dividends, as payment in full for Teletek's indebtedness to Dingaan. The assignment was to close on December 1, 1996, and was approved by DDEQ in March, 1997. Prior to this time, Dingaan did not beneficially own any equity interest in the Company. The Preferred Shares required the Company to pay a 6% annual dividend but the Preferred Holders never made any demand for payment and no payment was made until 1997, when the Company DID pay back dividends for 1994 and 1995 of $113,760. However, no demands for payment have been made by Dingaan since then either and NO FURTHER dividends are accruing since the Class A Preferreds were converted to Class B Preferred Shares, however, the $194,023 of previous unpaid dividends remains payable as it shows in the 10Q. The Class B Preferred Shares are NON-Voting shares, but would be voting shares if they were converted to common. Paragraph 4.7 of the Agreement between Teletek and Dingaan says... "INVESTMENT INTENT Purchaser is acquiring the Shares for its own account for investment and not with a view to the resale or distribution thereof, and Purchaser understands the nature and effect of this representation. {Purchaser has been informed by Seller that the Shares have not been registered under the Securities Act of 1933 or the securities laws of any state, and may not be offered, sold or transferred in the absence of such registration or an exemption from such registration}." As of the 10Q filed 5-17-99, I have found no recorded evidence of demands for payment, nor any record of direct involvement in the business by Dingaan Holdings. However, the 10K's also state the obvious that conversion by Dingaan Holdings could cause a change in control of the Company. But, according to what I have found, the shares would have to be converted and registered before they could be sold. All of this information can be found in SEC filings.

To: Little Engine who wrote (134)	5/20/1999 1:10:00 AM
From: Brad	Respond to of 1143

Little Engine, You said... "Notes payable went from zero in 6/98 to $414,000 in 3/99." There were no operations during fiscal 1998. The company was just looking for business opportunities. As the Company stated in the latest 10Q... "With the increased operations however, there is also an increase in commitments and cash requirements." Do you think the acquisitions might be a reason they now have Notes Payable? -------------------- You also said... "I don't see how much excitement will be generated by GoProfit..." Perhaps it might not generate YOUR excitement (and that's fine), but the involvement with Inktomi (INKT) and Frontier GlobalCenter (parent company is FRO) certainly gets MY attention. Just for reference... - Frontier GlobalCenter's parent company is Frontier Corp (FRO) which is being acquired by Global Crossing (GBLX). - Global Crossing just announced a merger with US WEST (USW). - Atlanta telecommunications analyst Jeffrey Kagan commented on this merger saying, "They have leapfrogged over their competitors and have become a global power overnight. All of a sudden they're a powerhouse..." Do you think the combination of Inktomi and Frontier GlobalCenter represents a good vehicle for a company like GoProfit.com to reach a worldwide market effectively? Do you think there could be private investors out there that might be interested in the world's first multi-language Financial Search Engine powered by INKTOMI and also working with Frontier GlobalCenter? Or do you think DDEQ would have to fund this all by themselves? Do you think the financial world (and investors) might be attracted to a concept like this in an IPO?