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 1934 Date of Report (date of earliest event reported): May 16, 2005 PACIFICNET INC. (Exact name of registrant as specified in charter) DELAWARE (State or other jurisdiction of incorporation) 000-24985 91-2118007 (Commission File Number) (IRS Employer Identification No.) 601 NEW BRIGHT BUILDING, 11 SHEUNG YUET ROAD, KOWLOON BAY, KOWLOON, HONG KONG -------------------------------------------------------------- (Address of principal executive offices and zip Code) 011-852-2876-2900 -------------------------------------------------------------- (Registrant's telephone number including area code) 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 (see General Instruction A2. below): [ ] 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 May 16, 2005 PacificNet Inc. (the "Company") issued a press release containing certain preliminary financial results for its first quarter ended March 31, 2005. A copy of the Company's earnings press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. Such financial results are unaudited and are subject to adjustment. The information in this Report, including the exhibit, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. It shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits Exhibit No. Description ----------- ----------- 99.1 Press release dated May 16, 2005 announcing PacificNet Inc.'s financial results for its first quarter ended March 31, 2005. 2 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. Date: May 16, 2005 By: /s/ TONY TONG ----------------- Tony Tong Chief Executive Officer 3 EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press release dated May 16, 2005 announcing PacificNet Inc.'s financial results for its first quarter ended March 31, 2005. 4