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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Security Exchange Act of 1934
Date of Report (Date of earliest event reported) February 28, 1997
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SMITH TECHNOLOGY CORPORATION
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(Exact name of registrant as specified in its charter)
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<S> <C> <C>
DELAWARE 0-14992 38-2294876
(State of other jurisdiction of (Commission File (IRS Employer
incorporated organization) Number) identification No.)
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Bayview Corporate Center
3501 Jamboree Road, Suite 550
Newport Beach, CA 92660
(address of principal executive offices)
Registrant's telephone number, including area code: (714) 737-7900
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Item 5. Other Item
On February 28, 1997, Smith Technology Corporation [(formerly Smith
Environmental Technologies Corporation) ("Smith")] and Elson T. Killam
Associates, Inc. ("Killam"), a wholly owned subsidiary of Thermo Terra Tech,
Inc. have signed a letter of intent for the sale by Smith to Killam of accounts
receivable and assets related to Smith's operations conducted from its Mobile,
Alabama; Panama City, Florida; and Dallas, Texas, offices. The purchase price
of $7 million is subject to adjustment based upon a level of net tangible
assets determined as of the closing date. Additionally, Killam will assume,
with respect to the operation of those offices, trade payables, accrued
retirement plan obligations, accrued sick pay and personal time-off liability
reflected on the balance sheet. Killam will also assume obligations under any
contracts included within the assets included in the sale.
The transaction is subject to the approval by the Board of Directors of Killam,
its parent, and Smith, the completion of due diligence, approval of any
required governmental regulatory bodies, other customary conditions and the
negotiation and execution of a mutually agreed Asset Purchase Agreement.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SMITH TECHNOLOGY CORPORATION
By: /s/ William T. Campbell
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William T. Campbell
Vice President-Finance
March 10, 1997
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