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: February 16,
2007
(Date
of
earliest event reported)
PACIFICNET
INC.
(Exact
name of registrant as specified in charter)
Delaware
(State
or
other Jurisdiction of Incorporation or Organization)
|
000-24985
(Commission
File Number)
|
|
91-2118007
(IRS
Employer Identification No.)
|
| |
c/o
PacificNet Inc.
23/F,
Tower A, TimeCourt, No.6 Shuguang Xili,
Chaoyang
District, Beijing, China 100028
(Address
of Principal Executive Offices and zip code)
|
|
011-852-2876-2900
(Registrant’s
telephone
number,
including area code)
______________________________________________________
(Former
Name or Former Address, if Changed Since Last Report)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of registrant under any of the following
provisions:
[
]
Written communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17
CFR
240.14a-12(b))
[
]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[
]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
Item
5.02 - Departure of Directors or Principal Officers; Election of Directors,
Appointment of Principal Officers.
On
February 16, 2007, the Board of Directors (the “Board”) of PacificNet Inc. (the
“Company”) appointed Daniel Lui to serve as Chief Financial Officer of the
Company. Mr. Lui has replaced Joseph Levinson who resigned from
his
position as Chief Financial Officer of the Company and other positions with
the
Company’s subsidiaries on February 9, 2007.
A press
release was published on February 16, 2007, to this effect and a copy of
it is
attached to this report as Exhibit 99.1.
Mr.
Daniel Lui has over 17 years of professional and commercial accounting
experience, 7 years of which was in Mainland China. He carries the credentials
of Chartered Accountant (Alberta, Canada) and CPA-inactive (Washington, USA).
He
was the Vice President of Finance and Company Secretary of Fiberxon Inc.,
a
leading communications subsystem maker, where he was in charge of Fiberxon’s
Finance, Company Secretarial, and Information Technology departments. Prior
to
joining Fiberxon, Mr. Lui was the Chief Financial Officer of China Motion
NetCom
Ltd., a wholly owned subsidiary of China Motion Telecom International Limited,
a
Hong Kong Exchange listed company. Prior to that, Mr. Lui was Financial
Advisory Services Manager of PricewaterhouseCoopers and an auditor at KPMG.
Mr.
Lui received his Bachelors of Business Administration degree from the University
of Hawaii at Manoa and Masters of Business Administration from University
of
Alberta in Canada.
The
Company has entered into a consulting services agreement with Mr. Lui, which
sets forth Mr. Lui’s duties as the Chief Financial Officer of the Company and
the terms of his compensation. A copy of the consulting agreement is
attached to this report as Exhibit 10.1. The agreement is for a term of three
(3) years commencing on March 1, 2007. As compensation for Mr. Levinson’s
services he shall receive expense reimbursement and the following salary
and
other benefits:
(a)
Base
Salary equal to US$120,000 per annum, payable monthly in equal installments;
(b)
Stock
Options to purchase up to 60,000 shares of Company common stock per year,
vesting in equal installments over a 5 years period; and
(c)
Stock
Options granted on an annual basis which vest only if the stock price of
PacificNet common stock reaches certain thresholds.
The
stock
options shall be granted to Mr. Lui under the Company’s 2005 Stock Option
Plan.
Mr.
Lui
has no family relationships with any of the executive officers or directors
of
the Company. There have been no transactions in the past two years to which
the
Company or any of its subsidiaries was or is to be a party, in which Mr.
Lui
had, or will have, a direct or indirect material interest.
Item
9.01. Financial
Statements and Exhibits
|
Exhibit
No.
|
Description
|
| |
|
|
10.1
|
Consulting
Service Agreement by and between PacificNet Strategic Investment
Holdings
Limited and Daniel Lui
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|
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99.1
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Press
Release Dated February 16, 2007
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SIGNATURES
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.
PACIFICNET,
INC.
By:
/s/
Victor Tong
Name:
Victor Tong
Title:
President
Dated:
February 23, 2007
Exhibit
Index
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Exhibit
No.
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Description
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| |
|
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10.1
|
Consulting
Service Agreement by and between PacificNet Strategic Investment
Holdings
Limited and Daniel Lui
|
| |
|
|
99.1
|
Press
Release Dated February 16, 2007
|