pacificnet_8k-112007.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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) November 20,
2007
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PACIFICNET
INC.
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(Exact
name of registrant as specified in
charter)
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Delaware
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000-24985
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91-2118007
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(State
or Other Jurisdiction
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(Commission
File
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(IRS
Employer
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of
Incorporation)
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Number)
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Identification
No.)
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c/o
PacificNet Inc.
23/F,
Tower A, TimeCourt, No.6 Shuguang Xili,
Chaoyang
District, Beijing, China 100028
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(Address
of Principal Executive Offices) (Zip
Code)
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011-852-2876-2900
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(Registrant’s
telephone number, including area
code)
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(Former
Name or Former Address, if Changed Since Last
Report)
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Check
the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation
of
the 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 under the Exchange Act (17 CFR
240.14a-12)
[ ] 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
2.02 Results of Operations and Financial
Condition.
On
November 27, 2007, PacificNet Inc. (the “Company”) issued a press release
containing the Company’s unaudited operating results for the third quarter of
2007. A copy of the press release is attached hereto as Exhibit
99.1.
Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing
Rule or Standard; Transfer of Listing.
On
November 27, 2007, PacificNet Inc. (NASDAQ: PACT) (the “Company” or
“PacificNet”), issued a press release, attached to this Current Report on Form
8–K as Exhibit 99.1, reporting that the Company received a letter on November
20, 2007 (the “Deficiency Letter”), from The Nasdaq Stock Market indicating that
as a result of the Company’s failure to file its Quarterly Report on Form
10–Q for the period ended September 30, 2007 with the Securities and Exchange
Commission by November 14, 2007 (the deadline for filing its Form 10-Q), the
Company is not in compliance with the Nasdaq requirements for continued listing
set forth in Nasdaq Marketplace Rule 4310(c)(14), and this serves as an
additional basis for delisting the Company’s securities from The Nasdaq Global
Market. Nasdaq Marketplace Rule 4310(c)(14) requires the Company to file
all required reports with Nasdaq on or before the date they are required to
be
filed with the Securities and Exchange Commission. On November 27, 2007,
the Company filed the Form 10-Q for the quarter ended September 30,
2007.
The
Company may present its views with respect to the deficiency reflected in the
Deficiency Letter in writing to the Panel no later than November 27,
2007. The Company advised the Panel, in writing on November 27, 2007,
that the Form 10-Q had been filed with the SEC, and as a result, the Company
believes the deficiency was cured. The Panel will consider the record
as presented at the hearing and will make its determination with respect to
continued listing of the Company’s securities based upon that
information.
A
copy of
a press release relating to the foregoing is attached hereto as Exhibit
99.1.
Safe
Harbor Statement
This
Company's announcement contains forward-looking statements. Statements that
are
not historical facts, including statements about our beliefs and expectations,
are forward-looking statements. Forward-looking statements involve inherent
risks and uncertainties. Potential risks and uncertainties include, but are
not
limited to, PacificNet's historical and possible future losses, limited
operating history, uncertain regulatory landscape in China, fluctuations in
quarterly operating results and PacificNet’s ability to maintain its continued
listing on Nasdaq. Further information regarding these and other risks is
included in PacificNet's Form 10-Q and 10-K and other filings with the
SEC.
Item
9.01. Financial Statements and Exhibits.
The
following exhibit is furnished herewith:
99.1
Press release dated November 27, 2007
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.
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PACIFICNET
INC.
By:
/s/ Victor
Tong
Name:
Victor Tong
Title: President
Dated:
November 27, 2007
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EXHIBIT
INDEX
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Exhibit
No.
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Description
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99.1
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Press
Release of PacificNet Inc. dated November 27,
2007
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