<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-QSB
(MARK ONE)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
FOR QUARTERLY PERIOD ENDED JUNE 30, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM ______________ TO ______________
COMMISSION FILE NUMBER 0-25658
KALAN GOLD CORPORATION
(EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)
COLORADO 84-1357927
(STATE OR OTHER JURISDICTION OF (IRS EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
SUITE 11.02, 11TH FLOOR, NO. 1, JALAN 19/3, 46300 PETALING JAYA,
SELANGOR, MALAYSIA
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
011 (603) 7956 7026
(ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE)
(FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR,
IF CHANGED SINCE LAST REPORT)
Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
<TABLE>
<CAPTION>
Class Number of shares outstanding at June 30, 2000
----- ---------------------------------------------
<S> <C>
Common stock, $.00001 par value 97,290,999
</TABLE>
<PAGE>
FORM 10-QSB
2ND QUARTER
INDEX
<TABLE>
<CAPTION>
Page
<S> <C>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Condensed consolidated balance sheet as at June 30, 2000 (Unaudited)
and December 31, 1999(Audited) ............................................ 3
Condensed consolidated statement of operations for the periods ended
June 30, 2000 and June 30, 1999 (Unaudited)................................ 4
Condensed consolidated statements of cash flows for the periods ended
June 30, 2000 and June 30, 1999 (Unaudited)................................ 5
Notes to condensed consolidated financial statements (Unaudited)........... 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS............................... 9
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.................................................. 13
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.......................... 13
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.................................... 13
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS................ 13
ITEM 5. OTHER INFORMATION.................................................. 13
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K................................... 13
SIGNATURES................................................................. 14
</TABLE>
2
<PAGE>
PART I. ITEM. 1. FINANCIAL INFORMATION
KALAN GOLD CORPORATION
Condensed Consolidated Balance Sheet
<TABLE>
<CAPTION>
June 30, December 31,
2000 1999
----------- -----------
(Unaudited) (Audited)
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ 11,847 $ 3,959
Accounts receivable, net of reserve for bad debts of $194,737 492,185 162,369
Accounts receivable - related or affiliated parties, net of
reserve for bad debts of $954,572 (1999:$1,059,835) 28,922 148,684
Other accounts receivable, net of reserve for bad debts of $389,960 222,134 4,272
Other accounts receivable - related or affiliated parties, net of
reserve for bad debts of $1,052,632 (1999:$1,391,007) -- --
Inventories 6,786 6,786
Patent -- 448,567
----------- -----------
Total current assets 761,874 774,637
TANGIBLE FIXED ASSETS
Net book value 1,992,523 1,683,926
----------- -----------
Total Assets $ 2,754,397 $ 2,458,563
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Others accounts payable & accrued liabilities $ 488,385 $ 438,989
Amount due to a company in which a director has financial interest 130,647 311,428
Amount due to a director 65,224 551,695
Obligation under capital leases 15,412 13,660
----------- -----------
Total current liabilities 699,668 1,315,772
----------- -----------
LONG TERM LIABILITIES
Obligation under capital leases 144,329 152,473
Deferred tax 84,436 84,436
----------- -----------
Total long term liabilities 228,765 236,909
----------- -----------
MINORITY INTERESTS -- --
SHAREHOLDERS' EQUITY
Preferred stock, $0.10 par value, 1,000,000 shares authorized, -- --
-0- shares issued and outstanding
Common stock, $.00001 par value, 100,000,000 shares 973 950
authorized, 97,290,999 and 94,990,999 shares issued and
outstanding at June 30, 2000 and December 31, 1999, respectively
Additional paid-in capital 3,412,415 2,262,438
Accumulated deficit (1,644,064) (1,413,853)
Foreign currency translation reserve 56,640 56,347
----------- -----------
Total shareholders' equity 1,825,964 905,882
=========== ===========
Total liabilities and shareholders' equity $ 2,754,397 $ 2,458,563
=========== ===========
</TABLE>
See accompanying notes to condensed consolidated financial statements
3
<PAGE>
KALAN GOLD CORPORATION
Condensed Consolidated Statement of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
------------------------------- -------------------------------
2000 1999 2000 1999
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
REVENUES
Sales of goods $ 869 $ -- $ 1,658 $ --
Consulting and production fees receivable 789,474 454,670 789,474 702,756
------------ ------------ ------------ ------------
790,343 454,670 791,132 702,756
------------ ------------ ------------ ------------
Less: Cost of Sales
Cost of goods sold (703) -- (1,335) --
Cost of production (774,368) -- (774,368) --
------------ ------------ ------------ ------------
(775,071) -- (775,703) --
------------ ------------ ------------ ------------
Gross Profit 15,272 454,670 15,429 702,756
Less: Operating expenses
Sales and marketing 29,225 6,459 51,466 7,705
Depreciation 52,012 59,946 103,415 71,443
General administration 391,589 22,537 592,930 212,612
Interest 10,388 34,578 13,927 34,578
------------ ------------ ------------ ------------
Total operating expenses 483,214 123,520 761,738 326,338
------------ ------------ ------------ ------------
Operating Profit/(Loss) (467,942) 331,150 (746,309) 376,418
Add: Other income
Gain on disposal of tangible assets -- -- -- 41,522
Gain on disposal of intangible assets 43,538 -- 43,538 --
Reversal from reserve for bad debts 443,638 -- 443,638 --
Other income 11,321 -- 28,922 --
------------ ------------ ------------ ------------
Income from continuing operations before taxation 30,555 331,150 (230,211) 417,940
Taxation -- -- -- --
------------ ------------ ------------ ------------
Net income for the year 30,555 331,150 (230,211) 417,940
Minority interests (23,016) (47,787) -- (71,707)
------------ ------------ ------------ ------------
Net income applicable to common shareholders 7,539 283,363 (230,211) 346,233
Comprehensive income - translation adjustment -- -- -- 10,128
------------ ------------ ------------ ------------
Net income (loss) 7,539 283,363 (230,211) 356,661
============ ============ ============ ============
Weighted average number of common shares outstanding 95,926,164 94,990,999 95,926,164 94,990,999
Basic earnings per share (cent) 0 0 0 0
</TABLE>
See accompanying notes to condensed consolidated financial statements
4
<PAGE>
KALAN GOLD CORPORATION
Condensed Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
---------------------------
2000 1999
---------- -------
$ $
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net cash used in operating activities (548,561) (58,649)
---------- -------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal of fixed assets -- 79,881
Proceeds from disposal of patent 492,105 --
Fixed assets addition (412,012) --
---------- -------
Net cash provided by investing activities 80,093 79,881
---------- -------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares of common stock 1,150,000 --
Payment of obligation under capital leases (6,392) (10,399)
Repayment of amount due to a company in which a
director has a financial interest (180,781) --
Repayment of amount due to a director (486,471) (7,183)
---------- -------
Net cash provided by financing activities 476,356 (17,582)
---------- -------
NET INCREASE IN CASH AND CASH EQUIVALENTS 7,888 3,650
Cash and cash equivalents, beginning of period 3,959 337
---------- -------
Cash and cash equivalents, end of period 11,847 3,987
========== =======
</TABLE>
See accompanying notes to condensed consolidated financial statements
5
<PAGE>
KALAN GOLD CORPORATION
NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
JUNE 30, 2000
(UNAUDITED)
BASIS OF PRESENTATION
The accompanying unaudited interim consolidated financial statements of Kalan
Gold Corporation (the "Company") include the accounts of Animated Electronic
Industries Sdn. Bhd. ("AEI") and its Malaysian subsidiary companies, Vistel
(Malaysia) Sdn Bhd, and Perwimas Telecommunications Sdn. Bhd. ("PTSB"). All
significant intercompany accounts and transactions have been eliminated on
consolidation.
The unaudited condensed consolidated financial statements presented herein have
been prepared in accordance with the instructions to Form 10-QSB and do not
include all the information and note disclosures required by generally accepted
accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting only of normal
recurring adjustments) which are necessary to provide a fair presentation of
operating results for the interim period presented have been made. The results
of operations for the interim periods presented are not necessarily indicative
of the results to be expected for the entire year.
The financial statements have been prepared on the basis that the Company is a
going concern. Financial data presented herein are unaudited, pursuant to the
rules and regulations of the Securities and Exchange Commission.
TRANSLATION OF CURRENCIES
The functional currency of the Company's subsidiaries is Ringgit Malaysia, the
local currency of Malaysia. The financial statements of these subsidiaries are
translated to United States dollars using period-end rates of exchange for
assets and liabilities, and average rates of exchange for the period for
revenues, costs, and expenses. Translation gains/(losses), which are deferred
and accumulated, is treated as a component of shareholders' equity.
The following exchange rates of Ringgit Malaysia (RM) into U.S. Dollars (USD)
were used in preparing the financial statements.
<TABLE>
<S> <C> <C> <C>
January 1, 1999 3.7797 January 1, 2000 3.800
June 30, 1999 3.8000 June 30, 2000 3.800
Average 1/1/99-3/30/99 3.7899 Average 1/1/00-3/30/00 3.800
</TABLE>
REVENUE RECOGNITION
Revenue represents the net invoiced value of goods sold or fees receivables for
production of multimedia programs and Intranet and management and consulting
services. The Company recognizes revenue from the sales of goods in the period
where significant risks and rewards of ownership has been transferred to its
customers. The Company recognizes revenue from the provision of services when
there is no significant uncertainty regarding the consideration to be received
and in the associated costs to be incurred.
ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities. Actual results could differ from those
estimates.
6
<PAGE>
RECLASSIFICATIONS
Certain amounts in the prior year financial statements have been reclassified
for comparative purposes to conform to the presentation in the current year
financial statements.
INVENTORIES
Inventories, which comprised accessories for production of multimedia programs,
telecommunication equipment and spare parts, are stated at the lower of cost and
net realizable value. Cost is determined on a first-in-first-out basis.
INCOME TAX
No income tax provision was made for the period as the Company incurred a loss
for the six-month period ended June 30, 2000. For the six-month period ended
June 30, 1999, no provision of income tax was made on any profits earned,
following a tax exemption order granted by the Government of Malaysia to all
individual and corporate taxpayers for the entire fiscal year 1999.
EARNINGS/(LOSS) PER COMMON SHARE
Net income/(loss) per common share is computed by dividing net income available
to common shareholders for the period by the weighted average number of shares
of common stock outstanding for the period. The Company did not compute the
diluted earnings/(loss) per common share as there were no exercisable
outstanding stock options as of June 30, 2000.
RELATED PARTY TRANSACTIONS
Significant transactions between the Company and its related parties are as
follows:
LSH ASSET HOLDINGS SDN BHD ("LSH")
LSH is a company wholly owned by the Company's Chief Executive Officer and
President and Director, Mr. Patrick Lim, and Mr. Lim's wife. As at June 30,
2000, the amount owing to LSH was $130,647 for short-term advances made to the
Company from time to time for working capital purposes. This amount is
unsecured, bears no interest and has no fixed terms of repayment and is recorded
in the financial statements as "due to a company in which a director has
financial interest".
PATRICK LIM
As of June 30, 2000, the Company owed the President and Chief Executive Officer
of the Company, Mr. Patrick Lim, $65,224, for short-term cash advances made to
the Company for working capital purposes from time to time. The amount owing to
Mr. Lim is unsecured, bears no interest and has no fixed terms of repayment and
is recorded in the financial statements as "due to a director".
SYNERVEST SDN BHD ("SSB")
The amount outstanding included in Accounts Receivable as at June 30, 2000
was $100,000, which included an amount of $92,105 brought forward from 1999.
During the quarter ended June 30, 2000 the Company received $338,375 from SSB.
As a result, the overdue amount from SSB included in Other Accounts Receivable
was reduced to $1,052,632 as of June 30, 2000. The allowance for doubtful
receivables, which was reserved in the 1999 financial statements, was also
reduced to $1,052,632. The terms of repayment for the amount due from SSB are
similar to terms accorded to the Company's other existing customers. All
transactions between the Company and SSB were in Ringgit Malaysia, the local
currency of Malaysia. Mustaffa Yacob is a director of PTSB and is a director of
SSB and holds a 60% equity interest in SSB.
7
<PAGE>
KHIDMAT MAKMUR SDN BHD ("KMSB")
Mustaffa Yacob is a director of KMSB and holds a 30% equity interest in
KMSB. During the quarter ended June 30, 2000, the Company received $202,632 from
KMSB. As a result, the overdue amount brought forward from 1999, included in
Accounts Receivable, was reduced to $181,697 as of June 30, 2000. The allowance
for doubtful receivables, which was reserved in the 1999 financial statements,
was also reduced to $181,697. The terms of repayment for the amount due from
KMSB are similar to terms accorded to the Company's other existing customers.
All transactions between the Company and KMSB were in Ringgit Malaysia, the
local currency of Malaysia.
MY ARCHITECT ("MYA") AND MY DRAUGHTING SERVICES ("MDS")
Mustaffa Yacob is the principal partner of MYA and MDS. During the quarter
ended June 30, 2000, the Company received $197,368 from MYA and $2,632 from MDS.
The overdue amount, which was brought forward from 1999 and included in Accounts
Receivable, as at June 30, 2000 for MYA and MDS has therefore been reduced to
$165,790 and $130,763 respectively. The allowance for doubtful receivables,
which was reserved in the 1999 financial statements, was also reduced to
$296,553. The terms of repayment for the amount due from both firms are similar
to terms accorded to the Company's other existing customers. All transactions
between the Company and both firms were in Ringgit Malaysia, the local currency
of Malaysia.
8
<PAGE>
PART I. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
THE FOLLOWING ANALYSIS OF THE OPERATIONS AND FINANCIAL CONDITION OF THE COMPANY
SHOULD BE READ IN CONJUNCTION WITH THE CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS, INCLUDING THE NOTES THERETO, OF THE COMPANY CONTAINED ELSEWHERE IN
THIS FORM 10-QSB.
OVERVIEW
The Company was incorporated in 1985 in the state of Colorado. On April 20,
1999, the Company acquired 100% of the issued and outstanding common stock of
Animated Electronic Industries Sdn Bhd, a private company organized under the
laws of Malaysia ("AEI"), through a reverse merger whereby the Company merged
with and into AEI and AEI became a wholly-owned subsidiary of the Company (the
"Reverse Acquisition").
The Company currently provides multimedia content production and the design and
development of websites. The Company hopes to be able to provide other broadband
multimedia communication services that include the operation of a wireless
digital broadband network, VISIONET, and the sale of customer premises equipment
expected to commence sometime in the fourth quarter of 2000.
The Company through its subsidiary, Perwimas Telecommunication Sdn Bhd
("PTSB"), is deploying VISIONET in Malaysia and has completed the following
milestones in 2000. In the first quarter of 2000, it completed a "link budget"
test designed to determine the optimum transmission range under adverse
weather conditions and the subscriber capacity per cell. This was followed by
a "soft launch" in the second quarter of 2000 of VISIONET by the Minister of
Energy, Communications & Multimedia of Malaysia. The Company expects to be
able to deliver its network services to customers sometime in the fourth
quarter of 2000.
9
<PAGE>
COMPARISON OF THE THREE MONTHS ENDED JUNE 30, 2000 TO THE THREE MONTHS ENDED
JUNE 30, 1999
NET SALES
Net sales for the three months ended June 30, 2000 (the "2000 Second Quarter")
was $790,343 compared to $454,670 for the three months ended June 30, 1999 (the
"1999 Second Quarter"), an increase of $335,673 or 73.8%. The increase in net
sales in the 2000 Second Quarter as compared to the 1999 Second Quarter was
mainly due to an increase in fees receivable from the production of multimedia
programs as a result of the performance of contracts which the Company secured
in the first quarter of 2000.
COST OF SALES
Cost of sales of $775,071 was recorded in the 2000 Second Quarter as a result of
the Company requiring additional external resources in order to fulfill the
higher demand for the Company's services in the first and second quarters of
2000. No cost of sales was recorded in the 1999 Second Quarter, as the Company
did not outsource its production and consultation works. All expenses related to
cost of production in 1999 were part of selling and general administration
expenses.
TOTAL OPERATING EXPENSES
Total operating expenses, which includes sales and marketing, depreciation,
general administration and interest, were $483,214 for the 2000 Second Quarter
compared to $123,520 in the 1999 Second Quarter, an increase of $359,694 or
291%. The increase was primarily attributable to an increase in sales and
marketing expenses from $6,459 to $29,225 and an increase in general
administration costs from $22,537 to $391,589. The increase in sales and
marketing expenses of $22,766 or 352% was mainly due to higher marketing
expenses incurred to develop the Company's business. The increase in general
administration cost of $369,052 or 1638% was primarily due to higher operating
cost arising from the Company's expansion, the "soft launch" of VISIONET and
legal fees amounting incurred in connection with the Company's legal
proceedings.
OTHER INCOME
The Company's other income during 2000 Second Quarter were mainly from gain on
disposal of intangible assets of $43,538 and a reversal of $443,638 from its
reserve for bad debts. The gain on disposal of intangible assets was derived
from the disposal of a patent for $492,105. The Company reversed $443,638 from
its reserve for bad debts after receiving payment from its 1999 overdue account
receivables.
NET INCOME (LOSS)
The Company recorded net income of $7,539 for the 2000 Second Quarter compared
to net income of $283,363 for the 1999 Second Quarter. The decrease in net
income was primarily attributable to an increase in total operating expenses.
COMPARISON OF THE SIX MONTHS ENDED JUNE 30, 2000 TO THE SIX MONTHS ENDED
JUNE 30, 1999
NET SALES
Net sales increased from $702,756 for the six months ended June 30, 1999 (the
"1999 Period") to $791,132 for the six months ended June 30, 2000 (the "2000
Period"), an increase of $88,376 or 12.6%. The increase in net sales was mainly
due to an increase in fees receivable from the production of multimedia programs
as a result of the performance of contracts which the Company secured in the
first quarter of 2000.
COST OF SALES
Cost of sales of $775,703 was recorded in the 2000 Period as a result of the
Company requiring additional external resources in order to fulfill the higher
demand of the Company's services in the second quarter of 2000. No cost of sales
was recorded in the 1999 Period, as the Company did not outsource its production
and consultation works.
10
<PAGE>
TOTAL OPERATING EXPENSES
Total operating expenses, which includes sales and marketing, depreciation,
general administration and interest, increased from $326,338 for the 1999 Period
to $761,738 for the 2000 Period, an increase of $435,400 or 133%. The increase
was primarily attributable to an increase in sales and marketing expenses of
$43,761 or 568% from $7,705 to $51,466, an increase in depreciation of $31,972
or 44.8% from $71,443 to $103,415 and an increase in general administration cost
of $380,318 or 179% from $212,612 to $592,930. The increase in sales and
marketing was mainly attributable to higher marketing expenses incurred to
develop the Company's business. The increase in depreciation was due to higher
level of fixed assets. The increase in general administration cost was primarily
due to higher operating cost arising from the Company's expansion, the "soft
launch" of VISIONET and legal fees incurred during the 2000 Second Quarter in
connection with the Company's legal proceedings.
OTHER INCOME
The Company's other income for the 2000 Period were mainly derived in 2000
Second Quarter from gain on disposal of intangible assets of $43,538 and a
reversal of $443,638 from its reserve for bad debts. The gain on disposal of
intangible assets was derived from the disposal of a patent for $492,105. The
Company reversed $443,638 from its reserve for bad debts after receiving payment
from its 1999 overdue account receivables.
NET INCOME (LOSS)
The Company recorded a net loss of $230,211 for the 2000 Period compared to net
income of $356,661 for the 1999 Period. The decrease in net income was primarily
attributable to increase in total operating expenses.
LIQUIDITY AND CAPITAL RESOURCES
As of June 30, 2000, the Company had cash and cash equivalents of $11,487 and
a working capital deficiency of $43,057. All operations were funded from
internally generated funds and working capital advanced by the principal
shareholder, director and officer of the Company. These advances bear no
interest and have no fixed terms of repayment.
For the six months ended June 30, 2000, cash used in operating activities of
$548,561 was mainly due to higher operating expenses and net increase in
accounts receivable of $427,916. The increase in accounts receivable was due to
increased sales of the Company's services in the quarter ended June 30, 2000.
Cash received from investing activities of $80,093 was primarily attributable to
the proceeds from disposal of a patent acquired by the Company in 1999.
Cash provided by financing activities of $476,356 was primarily from the
issuance of an aggregate of 2,300,000 shares of common stock to the Executive
Chairman of PTSB in a private placement for cash consideration of $1,150,000 at
50 cents per share. A portion of the proceeds from this private placement were
used for repayment of advances made to the Company by Mr. Patrick Lim and LSH
Asset Holdings Sdn Bhd up to December 31, 1999. For the quarter ended June 30,
2000, Mr Patrick Lim and LSH Asset Holdings Sdn Bhd had each advanced $61,547
and $130,647 respectively for working capital purposes. These advances are
unsecured, bear no interest and have no fixed terms of repayment. The Company
expects that its working capital requirements for the remainder of 2000 will be
funded through internally generated funds and proceeds from an equity or debt
financing. The Company expects to incur capital expenditures ranging between
$5.0 million to $10.0 million during 2000 in connection with the build-out of
network infrastructure to support the operation of VISIONET. The Company intends
to finance all or a portion of such capital expenditures with additional debt or
equity financing. There is, however, no assurance that financing will be
available or, if available, that it would be offered to the Company on
acceptable terms.
11
<PAGE>
Y2K COMPLIANCE
As of the date of this Form 10-QSB, the Company did not experience any Y2K
compliance problems and all computer software appears to be functioning
properly.
SAFE HARBOR STATEMENT
This Form 10-QSB and other reports filed by the Company from time to time with
the Securities and Exchange Commission, as well as the Company's press releases,
contain or may contain forward-looking statements and information that are based
upon beliefs of, and information currently available to, the Company's
management, as well as estimates and assumptions made by the Company's
management. Forward-looking statements can be identified by the use of
forward-looking terminology such as "believes", "may", "should", "anticipates",
"estimates", "expects", "future", "intends", "hopes" or "plans" or the negative
thereof. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors that could cause actual results of the Company
to vary materially from historical results or from any future results expressed
or implied in such forward-looking statements. Such factors include, among
others, the following: revocation of the Company's license, ability to
successfully implement its business plans, market acceptance of fixed wireless
broadband services, ability to obtain services provided by other communications
companies, limited suppliers of LMDS equipment, failure to obtain roof access,
the ability of the Company to raise capital on a timely basis, the Company's
business is subject to existing and future government regulations, failure to
retain qualified personnel, competitive pressures and potentially adverse tax
and cash flow consequences resulting from operating in multiple countries with
different laws and regulations, ability to maintain profitability in the future,
the ability of the Company to deploy VISIONET, and general economic and business
conditions in Malaysia. The Company does not undertake to update, revise or
correct any of the forward-looking information.
12
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Details of the Company's legal proceedings have been described in the Company's
Form 10-QSB for the quarter ended March 31, 2000. There were no further
developments with respect to the Company's legal proceedings during the second
quarter of 2000.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS 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
(a) Exhibits
27* Financial Data Schedule
(b) Reports on Form 8-K:
None
13
<PAGE>
SIGNATURES
In accordance with the requirements of the Securities and Exchange Act of
1934, the Registrant has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
KALAN GOLD CORPORATION
(Registrant)
DATE: August 18, 2000 BY: /s/ Patrick Soon-Hock Lim
--------------------------
President & Chief Executive Officer
DATE: August 18, 2000 BY: /s/ Chee Hong Leong
-------------------
Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
14
