UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 17, 2003
Dial Thru International Corporation
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(Exact name of Registrant as specified in its charter)
Delaware 0-22636 75-2461665
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(State of Incorporation) (Commission File No.) (I.R.S. Employer
Identification No.)
17383 Sunset Boulevard, Suite 350
Los Angeles, California 90272
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(Address of principal executive offices, including zip code)
(310) 566-1700
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
Item 5. Other Events and Required FD Disclosure.
On November 8, 2002, Dial Thru International Corporation (the "Company")
entered into a Securities Purchase Agreement dated November 8, 2002 with
Global Capital Funding Group, L.P. ("Global Capital Funding"), a copy of
which is attached hereto as Exhibit 4.1, as previously disclosed by the
Company in its quarterly report on Form 10-Q for the first quarter ended
January 31, 2003. Global Capital Funding provided $1,250,000 of financing
to the Company, and the Company issued Global Capital Funding a 12% Secured
Promissory Note and a Common Stock Purchase Warrant, which are attached
hereto as Exhibits 4.2 and 4.3. The Company also granted Global Capital
Funding registration rights pursuant to a Registration Rights Agreement
dated November 8, 2002 between the Company and Global Capital Funding, a
copy of which is attached hereto as Exhibit 4.4.
On July 24, 2003, the Company entered into a Securities Purchase Agreement
dated July 24, 2003 with GCA Strategic Investment Fund Limited ("GCA"), a
copy of which is attached hereto as Exhibit 4.5, as previously disclosed by
the Company in its quarterly report on Form 10-Q for the third quarter ended
July 31, 2003. GCA provided $550,000 of financing to the Company, and the
Company issued GCA a 10% Secured Promissory Note and a Common Stock Purchase
Warrant, which are attached hereto as Exhibits 4.6 and 4.7.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit
Number Description of Documents
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4.1 Securities Purchase Agreement dated November 8, 2002 between Dial
Thru International Corporation and Global Capital Funding Group, L.P.
4.2 12% Secured Promissory Note dated November 8, 2002 of Dial Thru
International Corporation issued to Global Capital Funding Group, L.P.
4.3 Common Stock Purchase Warrant dated November 8, 2002 of Dial Thru
International Corporation issued to Global Capital Funding Group, L.P.
4.4 Registration Rights Agreement dated November 8, 2002 between Dial
Thru International Corporation and Global Capital Funding Group, L.P.
4.5 Securities Purchase Agreement dated July 24, 2003 between Dial Thru
International Corporation and GCA Strategic Investment Fund Limited
4.6 10% Promissory Note dated July 24, 2003 of Dial Thru International
Corporation issued to GCA Strategic Investment Fund Limited
4.7 Common Stock Purchase Warrant dated July 24 2003 of Dial Thru
International Corporation issued to GCA Strategic Investment Fund
Limited
99.1 Press Release of Dial Thru International Corporation, dated September
17, 2003
Item 12. Results of Operations and Financial Condition.
On September 17, 2003, Dial Thru International Corporation issued a press
release setting forth its financial results for its third quarter ended July
31, 2003. The press release is attached as Exhibit 99.1 and incorporated by
reference herein. The information in this Item 12 of Form 8-K and Exhibit
99.1 are furnished to the Securities and Exchange Commission and shall not
be treated as filed for purposes of the Securities Exchange Act of 1934.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Current Report to be signed on its behalf by
the undersigned thereunto duly authorized.
Dial Thru International Corporation
Date: September 23, 2003 By: /s/ Allen Sciarillo
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Allen Sciarillo
Chief Financial Officer, Secretary,
(Principal Accounting Officer and
Principal Financial Officer) and
Director
INDEX TO EXHIBITS
Exhibit
Number Description of Documents
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4.1 Securities Purchase Agreement dated November 8, 2002 between Dial
Thru International Corporation and Global Capital Funding Group, L.P.
4.2 12% Secured Promissory Note dated November 8, 2002 of Dial Thru
International Corporation issued to Global Capital Funding Group, L.P.
4.3 Common Stock Purchase Warrant dated November 8, 2002 of Dial Thru
International Corporation issued to Global Capital Funding Group, L.P.
4.4 Registration Rights Agreement dated November 8, 2002 between Dial
Thru International Corporation and Global Capital Funding Group, L.P.
4.5 Securities Purchase Agreement dated July 24, 2003 between Dial Thru
International Corporation and GCA Strategic Investment Fund Limited
4.6 10% Promissory Note dated July 24, 2003 of Dial Thru International
Corporation issued to GCA Strategic Investment Fund Limited
4.7 Common Stock Purchase Warrant dated July 24 2003 of Dial Thru
International Corporation issued to GCA Strategic Investment Fund
Limited
99.1 Press Release of Dial Thru International Corporation, dated September
17, 2003