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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Act of 1934
Date of Report (Date of earliest event reported) April 21, 1999
KALAN GOLD CORPORATION
(Exact name of Registrant as specified in its charter)
Colorado 0-25658 84-1357927
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation or organization) File Number) Identification No.)
Tower II, Suite 100,
12835 E. Arapahoe Road
Englewood, Colorado 80112
(Address of principal executive offices and Zip Code)
(303) 706-1606
(Registrant's telephone number including area code)
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Act of 1934
Item 1. CHANGES IN CONTROL OF REGISTRANT.
The Registrant has completed its acquisition of 100% of the issued
and outstanding common shares of Animated Electronic Industries Sdn
Bhd, a private Malaysian company (AEI), in exchange for
approximately 87% of the ownership of the Registrant. The Registrant
issued a total of 87,000,000 shares to the shareholders of AEI.
There are no plans to reverse split any of the issued and
outstanding shares of the Registrant in connection with this
transaction.
AEI had audited operating revenues of approximately $1.2 million US
for the fiscal year ended 1998. For the fiscal year ended 1999, AEI
anticipates operating revenues in the range of approximately
$26 million US and has projected operating revenue in excess of
$70 million US for the fiscal year ended 2000. Comparable after-tax
profit was approximately $4.8 million US for the fiscal year ended
1998(which included the effect of an extraordinary item), is
anticipated to be approximately $6.5 million US for the fiscal year
ended 1999, and is projected to be in excess of $22 million for the
fiscal year ended 2000.
The Registrant has also signed an agreement with Gilt Guarantee
Trust, Ltd., of London, England for a private placement of
$20 million US of the Registrant's securities. The Registrant expects
to complete this private placement in the second quarter of this
fiscal year.
The Registrant plans to apply for the NASDAQ National Market System
at the conclusion of the acquisition. The Registrant currently
trades on the NASD Bulletin Board.
AEI is a provider of broadband multimedia wireless video
communication throughout the country of Malaysia. A 60% subsidiary
of AEI is the exclusive holder of a license from the Ministry of
Energy, Telecommunications and Posts of Malaysia to provide a range
of interactive multimedia applications and services, which includes
the following:
Interactive Distance Learning
Live News Coverage
Emergency Field Services, such as medical monitoring
Remote Video Surveillance for various applications
AEI operates under the name "VISIONET." In addition to the
above-named applications, VISIONET provides support for design and
production of interactive multimedia programs, data hosting,
broadband Virtual Private Network
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interconnection, digital video multi-cast and transmission of
bandwidth-sensitive multimedia services in Malaysia.
Safe Harbor Statement
Investors should carefully consider the preceding information, as
well as other information contained herein before making an
investment in the common stock of the Registrant. Information
contained in herein contains "forward-looking statements" which
can be identified by the use of forward-looking terminology such as
"believes," "may," "should," or "anticipates," or the
negative thereof or given that the future results covered by such
forward-looking statements will be achieved. The preceding matters
constitute cautionary statements identifying important factors with
respect to such forward-looking statements, including certain risks
and uncertainties that could cause actual results to vary materially
from the future results covered in such forward-looking statements.
Other factors could also cause actual results to vary materially
from the future results covered in such forward-looking statements.
Item 2. ACQUISITION OR DISPOSITION OF ASSETS.
See Item 1 above.
Item 3. BANKRUPTCY OR RECEIVERSHIP.
Not Applicable
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Not Applicable
Item 5. OTHER EVENTS
Not Applicable
Item 6. RESIGNATION OF REGISTRANT'S DIRECTORS.
The persons named below have been elected to the office or offices
set forth opposite his name, to fill vacancies and serve until his
successor is duly elected and shall qualify:
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NAME OFFICE
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<S> <C>
Wan Abdul Razak bin Muda Chairman and Director
Patrick Soon-Hock Lim President, Chief Executive Officer and Director
Looi Hoi Fah Secretary and Director
Messrs. Altberger and Raisch will remain as Directors.
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Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Not Applicable
Item 8. CHANGE IN FISCAL YEAR.
Not Applicable
Item 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S.
Not Applicable
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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.
KALAN GOLD CORPORATION
Dated: April 21, 1999 By: /s/ Patrick Soon-Hock Lim
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President