SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10QSB/A
Quarterly Report under Section 13 or 15(d) of
the Securities Exchange Act of 1934
CIK NO.: 0001042053
For Quarter Ended Commission File Number
September 30, 2000 0-26559
XIN NET CORP.
---------------------
(Exact name of registrant as specified in its charter)
Florida 330-751560
------- ----------
(State of incorporation) (I.R.S. Employer
Identification No.)
#830 - 789 West Pender Street, Vancouver, B.C. Canada V6C 1H2
-------------------------------------------------------------
(Address of principal executive offices) (Postal Code)
Registrant's telephone number, including area code: (604) 632-9638
--------------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to the filing
requirements for at least the past 90 days.
Yes X No
----- -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
21,360,010 as of September 30, 2000
<PAGE>
XIN NET CORP.
CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2000
(Stated in U.S. dollars)
(Unaudited)
<PAGE>
<TABLE>
<CAPTION>
XIN NET CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2000 AND DECEMBER 31, 1999
( Prepared by management and without audit )
<S> <C> <C>
Stated in U.S. dollars 2000 1999
------------------------------------------------------------------------------------------------------------------
ASSETS
Current Assets
Cash $ 2,742,662 $ 5,512,614
Other Receivables 588,134 223,466
Inventory (Note 2) 153,769 99,206
Prepaid Expenses 363,844 16,361
----------------------- -----------------------
Total Current Assets 3,848,409 5,851,647
Property and Equipment, Net 976,032 422,620
Other Assets
Organizational Costs, Net 2,055 923
----------------------- -----------------------
Total Assets $ 4,826,496 $ 6,275,190
======================= =======================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts Payable and Other Accrued Liabilities $ 228,146 $ 162,041
Unearned Revenue 982,011 118,739
Current portion of Obligation under Capital Lease (Note 3) 60,728 58,920
----------------------- -----------------------
1,270,885 339,700
Obligation under Capital Lease (Note 3) 77,346 126,269
Commitments and Contingencies (Note 9)
Stockholders' Equity
Common Stock : $0.001 Par Value
Authorized : 50,000,000
Issued and Outstanding : 21,360,010 (1999: 21,360,000) 21,360 21,360
Additional Paid In Capital 7,214,045 7,214,025
Accumulated Deficit (3,630,476) (1,318,945)
Accumulated Other Comprehensive Income (126,664) (107,219)
----------------------- -----------------------
Total Stockholders' Equity 3,478,265 5,809,221
----------------------- -----------------------
Total Liabilities and Stockholders' Equity $ 4,826,496 $ 6,275,190
======================= =======================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
XIN NET CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2000 AND 1999
(Prepared by management and without audited)
<S> <C> <C> <C> <C>
Three Months Ended September 30 Nine Months Ended September 30
Stated in U.S. dollars 2000 1999 2000 1999
---------------------------------------------------------------------------------------------------------------------
Revenue
Internet Access Cards $512,850 $165,679 $1,309,530 $531,768
Domain Name Registration 107,822 14,449 607,032 14,449
E-Solutions 261,951 10,502 445,402 10,502
----------------------------------------------------------------------------
882,623 190,630 2,361,964
556,719
Cost of Revenue
Internet Access Cards 30,749 25,504 213,558 91,400
Domain Name Registration 55,624 3,503 206,181 3,503
E-Solutions 8,216 - 17,673 -
----------------------------------------------------------------------------
94,589 29,007 437,412 94,903
----------------------------------------------------------------------------
Gross Profit 788,034 161,623 1,924,552
461,816
Expenses
Administration and office 566,641 222,593 1,397,802 386,392
Advertising and promotion 616,931 46,636 1,468,471 46,636
Amortization 47,752 58,474 147,396 62,220
Salaries, wages and benefits 321,815 84,352 654,502 113,438
Telephone and communication 284,473 17,115 678,872 186,818
----------------------------------------------------------------------------
1,837,612 429,170 4,347,043 795,504
----------------------------------------------------------------------------
Operating Profit (Loss) (1,049,578) (267,547) (2,422,491)
(333,688)
Other Income
Interest income 35,352 62,767 125,105 108,414
Interest expense (4,846) (2,973) (14,145) (5,699)
----------------------------------------------------------------------------
Net Earnings (Loss) Available to
Common Stockholders ($1,019,072) ($207,753) ($2,311,531) ($230,973)
============================================================================
Basic Earnings (Loss) per
Common Shares (Note 5) ($0.05) ($0.01) ($0.11) ($0.01)
============================================================================
Basic Weighted Average Common
Shares Outstanding 21,360,000 21,033,587 21,360,000 17,733,278
============================================================================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
XIN NET CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE NINE-MONTH PERIOD ENDED SEPTEMBER 30, 2000 AND YEAR ENDED DECEMBER 31, 1999
( Prepared by management and without audit )
<S> <C> <C> <C> <C> <C> <C>
Accumulated
Stock Additional Other
Common Amount At Paid In Accumulated Comprehensive
Stated in U.S. dollars Shares Par Value Capital Deficit Income Total
----------------------------------------------------------------------------------------------------------------------------------
Balance , December 31, 1998 14,075,000 $ 14,075 $ 862,990 $ (234,918) $ (111,388) $ 530,759
Exercise of Stock Option for cash at $0.40 1,400,000 1,400 558,600 560,000
per share in April 1999
Compensatory Cost - Stock Options 42,000 42,000
Private placement of Common Stock for cash 5,500,000 5,500 5,494,500 5,500,000
at $1.00 per share in May 1999
Offering Costs (385,000) (385,000)
Common Stock for Services Rendered at 385,000 385 384,615 385,000
$1.00 per share in September 1999
Capital Contributions for Past Services 256,320 256,320
Loss for the year ended December 31, 1999 (1,084,027) (1,084,027)
Other Comprehensive Income : Translation 4,169 4,169
Adjustments
--------------------------------------------------------------------------------------
Balance, December 31, 1999 21,360,000 $ 21,360 $ 7,214,025 $ (1,318,945) $ (107,219) $ 5,809,221
Exercise of Warrant for cash at $2.00 10 - 20 20
per share in September 2000
Loss for the nine months ended September
30, 2000 (2,311,531) (2,311,531)
Other Comprehensive Income : Translation (19,445) (19,445)
Adjustments
--------------------------------------------------------------------------------------
Balance, September 30, 2000 21,360,010 $ 21,360 $ 7,214,045 $ (3,630,476) $ (126,664) $ 3,478,265
======================================================================================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
XIN NET CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2000 AND 1999
( Prepared by management and without audit )
<S> <C> <C>
Stated in U.S. dollars 2000 1999
-------------------------------------------------------------------------------------------------------------
Cash flows from operating activities
Net loss $ (2,311,531) $ (230,973)
Adjustments to reconcile net loss to net cash
Provided by (Used in) operating activities
Depreciation and amortization 147,396 62,220
Compensatory cost - stock options - 42,000
Common stock issued for services - 385,000
Translation adjustments (19,445) -
Changes in assets and liabilities
(Increase) Decrease in other receivables (364,668) (338,908)
(Increase) Decrease in prepaid expenses (347,483) (6,162)
Decrease (Increase) in inventory (54,563) (15,970)
(Decrease) in accounts payable 66,105 358,196
Increase in unearned revenue 863,272 32,644
---------------------- ----------------------
Net cash provided by (used in) operating activities (2,020,917) 288,047
---------------------- ----------------------
Cash flows from investing activities
Purchases of property and equipment (700,670) (155,009)
Increase in organizational costs (1,270) -
---------------------- ----------------------
Net cash flows used in investing activities (701,940) (155,009)
---------------------- ----------------------
Cash flows from financing activities
Principal payments on capital lease obligations (47,115) (14,838)
Issuance of common stock 20 6,060,000
Offering cost - (385,000)
Related party repayment - (20,000)
---------------------- ----------------------
Net cash flows provided by (used in) financing activities (47,095) 5,640,162
---------------------- ----------------------
Increase (Decrease) in cash and cash equivalents (2,769,952) 5,773,200
Cash and cash equivalents - beginning of period 5,512,614 336,189
---------------------- ----------------------
Cash and cash equivalents - end of period $ 2,742,662 $ 6,109,389
====================== ======================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
XIN NET CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2000 AND 1999
( Prepared by management and without audit )
<S> <C> <C>
Stated in U.S. dollars 2000 1999
---------------------------------------------------------------------------------------------
Supplemental Information :
Cash paid for :
Interest $ 14,145 $ 5,699
Income taxes - -
Noncash investing and financing :
Common stock issued for services $ - $ 385,000
Compensatory cost - Stock option - 42,000
Equipment acquired under capital lease obligation - 214,959
</TABLE>
<PAGE>
XIN NET CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2000 and 1999
( Prepared by management and without audit )
1 Basis of Presentation
The accompanying unaudited financial statements have been prepared in
conformity with generally accepted accounting principles. However,
certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been omitted or condensed pursuant to the
rules and regulations of the Securities and Exchange Commission
("SEC"). In the opinion of the management all adjustments of a normal
recurring nature necessary for a fair presentation have been included.
The results for interim periods are not necessarily indicative of
results for the entire year. These condensed consolidated financial
statements and accompanying notes should be read in conjunction with
the Company's annual consolidated financial statements and the notes
thereto for the fiscal year ended December 31, 1999 included in its
Annual Report on Form 10-KSB.
The unaudited condensed consolidated financial statements include Xin
Net Corp. and its subsidiaries. Significant inter-company transactions
and accounts have been eliminated.
Certain prior-period amounts have been reclassified to conform to the
current period's presentation.
2 Significant Accounting Policies
Revenue Recognition
-------------------
The Company's revenue is primarily derived from the sale of
nonrefundable subscription services (Internet access usage cards and
content services), domain name registration services and e-solutions.
Revenue derived from Internet access and content services and domain
name registrations services is recognized over the period the services
are provided.
In the period prior to July 1, 2000 the Company acted as an agent of
certain accredited registrars of the Internet Corporation for Assigned
Names and Numbers (ICANN) and remitted to these registrars an agreed-on
fixed portion of the fees collected for registering international .com,
.net and .org domain names. Such domain name revenue was recognized
when collected and on a net commission basis. As of July 1, 2000 when
the Company itself became fully
<PAGE>
XIN NET CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2000 and 1999
( Prepared by management and without audit )
2 Significant Accounting Policies (Continued)
Revenue Recognition (Continued)
-------------------------------
operational as an ICANN-accredited registrar, international domain name
revenue is recognized over the period of the services provided.
The e-solutions revenue consists principally of electronic commerce and
advertising revenues, and developing web-site home pages. The revenue
is recognized as the services are performed or when the goods are
delivered. Additionally, the Company provides consultation and training
services as part of its promotional and advertising packages, but no
revenues have been derived or recorded from such services.
Cost Recognition
----------------
Cost of revenue includes direct costs to produce products and provide
on-line services.
Cost in relation to provide Internet access and content services and
provide domain name registration in the capacity of a registrar is
recognized over the period of services provided.
Cost in relation to e-solutions is recognized as the services are
performed or when the goods are delivered.
3 Inventory
Inventory at September 30, 2000, of $153,769, consists of computer
equipment, peripherals, modems, Internet access cards and accessories.
4 Capital Lease Obligation
The Company leases computer equipment, through its wholly owned
subsidiary company Infornet Investment Corp., repayable at
approximately $5,719 (CND 8,407) per month to June 30, 2002. The
liability includes imputed interest at an average rate of 6.12% per
annum.
<PAGE>
XIN NET CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2000 and 1999
( Prepared by management and without audit )
4 Capital Lease Obligation (Continued)
Total minimum lease payments
for the year ended September 30
2001 $ 66,943
2002 80,544
----------------
147,487
Less : Amount representing interest (9,413)
----------------
Present value of minimum lease payment 138,074
Less : Current portion (66,943)
----------------
$ 71,131
================
5 Stockholders' Equity
On September 29, 2000, the shareholders at the price of $2 each
exercised ten warrants.
As at September 30, 2000, 5,884,990 Series A warrants are outstanding.
Each warrant entitles the holder to purchase, on or before March 31,
2001, one additional unit of common share at a price of $2.00 per unit,
each unit consisting of one common share and one Series B warrant. The
Series B warrant entitles the holder to purchase one additional common
share at a price of $5.00 per share on or before March 31, 2002.
As at September 30, 2000, 10 Series B warrants are outstanding. Each
warrant entitles the holder to purchase one common share at a price of
$5.00 per share on or before March 31, 2002.
<PAGE>
XIN NET CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2000 and 1999
( Prepared by management and without audit )
6 Earnings Per Share
Basic earnings per share are computed by dividing net earnings
available to common stockholders by the weighted-average number of
common shares outstanding during the period. Diluted earnings per share
is computed by dividing net earnings available to common stockholders
by the weighted-average number of common shares outstanding during the
period increased to include the number of additional common shares that
would have been outstanding if potentially dilutive common shares had
been issued.
The following table sets forth the computations of shares and net
earnings used in the calculation of basic earnings per share for the
third quarter and the nine-month periods ended September 30, 2000 and
1999 :
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Three months ended Nine months ended
09/30/00 09/30/99 09/30/00 09/30/99
-------- -------- -------- --------
Net income (loss) for the period $ (1,019,072) $ (207,753) $ (2,311531) $ (230,973)
Weighted-average shares outstanding 21,360,000 21,033,587 21,360,000 17,733,278
Basic earnings per share $ (0.05) $ (0.01) $ (0.11) $ (0.01)
========= ======== ========= =========
Diluted earnings per share $ (0.05) $ (0.01) $ (0.11) $ (0.01)
========= ======== ========= =========
</TABLE>
Due to the loss for the three-month and nine-month periods ended
September 30, 2000 and 1999, the effect of outstanding options and
warrants was not included as the effect would be anti-dilutive.
7 Segment and Geographic Data
The Company's reportable segments are geographic areas that provide
internet services and products to the Chinese markets. Summarized
financial information concerning the Company's reportable segments is
shown in the following table. The "Other" column includes corporate
related items, and, as it relates to segment profit (loss), income and
expenses not allocated to reportable segments.
<PAGE>
XIN NET CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2000 and 1999
( Prepared by management and without audit )
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
7 Segment and Geographic Data (Continued)
For 3 months ended 9/30/2000 China Canada Other Total
---------------------------- ----- ------ ----- -----
Revenue from customers $ 882,623 $ - $ - $882,623
Interest revenue 400 34,896 35,352
56
Inter-segment revenue
- - - -
Operating income (loss) (978,164) (5,657) (70,603) (1,054,424)
Total assets 2,755,732 18,426 2,052,338 4,826,496
For 3 months ended 9/30/1999 China Canada Other Total
---------------------------- ----- ------ ----- -----
Revenue from customers $ 190,630 $ - $ - $190,630
Interest revenue - 62,767 62,767
-
Inter-segment revenue
- - - -
Operating income (loss) (129,363) (76,967) (64,190) (270,520)
Total assets 1,901,305 253,995 4,890,529 7,045,829
For 9 months ended 9/30/2000 China Canada Other Total
---------------------------- ----- ------ ----- -----
Revenue from customers $2,361,964 $ - $ - $2,361,964
Interest revenue 1,249 123,800 125,105
56
Inter-segment revenue
- - - -
Operating income (loss) (2,141,893) (18,315) (276,428) (2,436,636)
Total assets 2,755,732 18,426 2,052,338 4,826,496
For 9 months ended 9/30/1999 China Canada Other Total
---------------------------- ----- ------ ----- -----
Revenue from customers $ 556,719 $ - $ - $556,719
Interest revenue - - 108,414 108,414
Inter-segment revenue
- - - -
Operating income (loss) (49,084) (111,146) (179,157) (339,387)
Total assets 1,901,305 253,995 4,890,529 7,045,829
</TABLE>
<PAGE>
XIN NET CORP. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2000 and 1999
( Prepared by management and without audit )
8 Total Amount Advanced to Joint Venture
As at September 30, 2000, the total amount advanced to the joint
venture project is $2,588,021.
The registered capital of the joint venture has been increased by
$225,000 to $1,750,000 and the amount was fully contributed on
September 18, 2000.
9 Property and Equipment
Property and equipment consists of the following :
September 30, 2000 December 31, 1999
Office equipment 211,250 8,586
Equipment 919,833 521,627
Furniture 28,912 5,455
-------------------------------------
Total 1,159,995
535,668
Less : Accumulated depreciation (183,963) (113,048)
-------------------------------------
Net book value 976,032 422,620
=====================================
The depreciation expense charged to operations for the nine-month
period is $147,258.
10 Commitments and Contingencies
The Company issued a standby letter of credit in sum of $100,000 as
security deposit to a domain name registrar in June 2000. The standby
letter of credit is secured by the same amount of fixed deposit
maintained at a bank and will expire on June 30, 2001.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
--------------------------------------------------------------------------------
The company began operations as an ICANN-accredited domain name
registrar in the third quarter of this year. As a result, an important
accounting change was made in the way the company recognizes revenues and costs
related to .com, .net and .org domain name registration services. Prior to this
event the Company acted as agents of other ICANN-accredited registrars.
International domain name revenues and costs were then recognized when collected
and incurred respectively. Such revenues and costs are now spread over the
various periods during which the services are rendered. Generally, revenues
collected are non-refundable and the Company has not made any refunds since it
started operations.
This change in accounting practice conforms with SEC (Securities and
Exchange Commission) recommendations. As a consequence, third quarter financial
statement shows revenue and cost of revenue which are lower than they would have
been otherwise. At the same time unearned revenue and prepaid expenses increase
correspondingly.
RESULTS OF OPERATIONS FOR THE THREE MONTH PERIOD ENDED SEPTEMBER 30, 2000
COMPARED TO THE SAME PERIOD IN 1999
The Company had revenues from its operations in China in the amount of
$882,623 in the third quarter of 2000 as compared to $190,630 in the same period
in 1999. As a result of increased marketing and branding efforts, internet
access revenues increased to $512,850 from $165,679 and domain name revenues
increased to $107,822 from $14,449. Also, the Company's diversification into the
e-commerce enabling business caused e-solutions revenues to increase to $261,951
from $10,502 in the same period in 1999.
As a result of increased sales and the accounting change in recognizing
domain name revenue, unearned revenue increased to $982,011 from $410,642 during
the period, as compared to a nominal increase during the same period in 1999.
The Company had a cost of revenue of $94,589 which resulted in a gross
profit of $788,034 in the third quarter of 2000, as opposed to a cost of revenue
of $29,007 which resulted in a gross profit of $161,623 in the third quarter in
1999.
<PAGE>
The Company incurred total expenses of $1,837,612 in the third quarter in
2000 compared to $429,170 in the same period of 1999, as a result of
expenditures to expand its ISP, Domain Name Registration and E-commerce business
in China. The largest expenses of operations in the quarter were $566,641 for
administration and office, $616,931 for advertising and promotion, and $321,815
for salaries, wages and benefits. Now that the Company's expansion to other
cities in China for this year has taken place, expenses are expected to increase
at a slower rate during the rest of the year.
The Company had an operating loss of ($1,049,578) in the period in 2000
compared to a loss of ($267,547) in the period in 1999. Loss per share was
($0.05) in the period in 2000 and ($0.01) in 1999.
RESULTS OF OPERATIONS FOR THE NINE MONTH PERIOD ENDED SEPTEMBER 30, 2000
COMPARED TO THE SAME PERIOD IN 1999
The Company had revenues from its operations in China in the amount of
$2,361,964 in the first nine months of 2000 as compared to $556,719 in the same
period in 1999. As a result of increased marketing, branding and diversification
efforts, all the three revenue streams increased significantly: internet access
revenues to $1,309,530 from $531,768; domain name revenues to $607,032 from
$14,449 and e-solutions revenues to $445,402 from $10,502.
The Company had a cost of revenue of $437,412 which resulted in a gross
profit of $1,924,552 in the first nine months of 2000, as opposed to the
previous year period cost of revenue of $94,903 which resulted in a gross profit
of $461,816 in the first nine months in 1999.
As a result of increased sales and the accounting change in recognizing
domain name revenue, unearned revenue for the nine month ended September 30,
2000 totaled $982,011 as compared to a nominal amount for the same period in
1999.
The Company incurred total expenses of $4,347,043 in the first nine months
in 2000 compared to $795,504 in the first nine months of 1999. The Company had a
very significant increase in expenses in the period in 2000 over 1999 as a
result of expenditures to expand its ISP, Domain Name Registration and
E-commerce business in China. The largest expenses of operations in the first
nine months were $1,397,802 for administration and office, $1,468,471 for
advertising and promotion, and $678,872 for telephone and communication. Now
that the Company's expansion to other cities in China for this year has taken
place, expenses are expected to increase at a slower rate during the rest of the
year.
The Company had an operating loss of ($2,422,491) in the period in 2000
compared to a loss of ($333,688) in 1999. Loss per share was ($0.11) in the
period in 2000 and ($0.01) in 1999.
<PAGE>
Interest income: Interest income was $125,105 for the nine months ended
September 30, 2000 as compared to $108,414 for the same period in 1999. Interest
income earned in the future will be dependent on Company funding cycles and
prevailing interest rates.
Provision for income tax: As of the nine month period ended September
30, 2000, the Company's accumulated deficit was ($3,630,476) and as a result,
there has been no provision for income taxes to date. The Company has net
operating loss carry forwards that will expire principally in 2012 unless
utilized by the Company.
LIQUIDITY AND CAPITAL RESOURCES
As of September 30, 2000, the Company had total current assets of
$3,848,409 of which $2,742,662 was cash. At the same time, there was $1,270,885
in current liabilities leaving a working capital of $2,577,524. The Company has
no debt.
The Company had $2,742,662 in cash at September 30, 2000, compared to
$6,109,389 at the same time one year earlier. The capital structure, with the
exception of the accumulated losses, has remained the same for both periods.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
------- -----------------
None
ITEM 2. CHANGES IN SECURITIES
------- ---------------------
None
ITEM 3. DEFAULT UPON SENIOR SECURITIES
------- ------------------------------
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
------- ---------------------------------------------------
None
ITEM 5. OTHER INFORMATION
------- -----------------
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
------- --------------------------------
None
<PAGE>
XIN NET CORP.
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 thereunto duly authorized.
XIN NET CORP.
/s/ Marc Hung
Date: 12/21/00 ---------------------------------
Marc Hung, President