Nevada
(State
or other jurisdiction of incorporation or organization)
|
52-2360156
(I.R.S.
Employer Identification No.)
|
Large
accelerated filer o
|
Accelerated
filer o
|
Non-accelerated
filer o
|
Smaller
reporting company x
|
PART
I: FINANCIAL INFORMATION
|
|||
ITEM
1:
|
|
FINANCIAL
STATEMENTS (Unaudited)
|
1
|
|
|
Condensed
Consolidated Balance Sheets
|
5
|
|
|
Condensed
Consolidated Statements of Operations
|
7
|
|
|
Condensed
Consolidated Statements of Cash Flows
|
10
|
|
|
Notes
to the Condensed Consolidated Financial Statements
|
12
|
ITEM
2:
|
|
MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
|
34
|
ITEM
3:
|
|
QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
38
|
ITEM
4:
|
|
CONTROLS
AND PROCEDURES
|
38
|
PART
II: OTHER INFORMATION
|
|||
Item
1
|
LEGAL
PROCEEDINGS
|
38
|
|
ITEM
1A:
|
|
RISK
FACTORS
|
38
|
ITEM
2
|
UNREGISTERED
SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
|
38
|
|
ITEM
3
|
DEFAULTS
UPON SENIOR SECURITIES
|
38
|
|
ITEM
4
|
SUBMISSION
OF MATTERS TO A VOTE OF SECURITY HOLDERS
|
39
|
|
ITEM
5
|
OTHER
INFORMATION
|
|
|
ITEM
6:
|
|
EXHIBITS
|
39
|
SIGNATURES
|
43
|
CONTENTS
|
PAGE
|
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
|
3
|
FINANCIAL
STATEMENTS:
|
|
Consolidated
Interim Balance Sheets
|
5
|
Consolidated
Interim Statements of Operations and Comprehensive Loss
|
7
|
Consolidated
Statements of Stockholders’ Equity
|
9
|
Consolidated
Interim Statements of Cash Flows
|
10
|
Notes
to Consolidated Financial Statements
|
12
- 33
|
ASSETS
|
|||||||
Restated
(Note
20)
|
|||||||
2008
|
2007
|
||||||
Current
assets:
|
|||||||
Cash
and cash equivalents (Note
2)
|
$
|
32,839,823
|
$
|
4,958,888
|
|||
Investments
- short-term (Note 6)
|
12,160,529
|
-
|
|||||
Accounts
receivable, net (Note 2)
|
31,150,805
|
5,829,031
|
|||||
Inventories
(Note 3)
|
19,459,524
|
6,959,950
|
|||||
Loans
receivable - current (Note 4)
|
17,816,216
|
212,600
|
|||||
Prepaid
and other current assets (Note
5)
|
30,560,720
|
1,048,214
|
|||||
|
|||||||
Total
current
assets
|
143,987,617
|
19,008,683
|
|||||
|
|||||||
Property,
plant
and equipment, net (Note 7)
|
113,307,269
|
30,116,133
|
|||||
Other
assets:
|
|||||||
Loans
receivable, net of current portion (Note 4)
|
5,673,776
|
151,508
|
|||||
Investments
in securities (Note 6)
|
36,421,841
|
2,440,802
|
|||||
Land
rights (Note 8)
|
331,552
|
356,775
|
|||||
Intangible
assets (Note 9)
|
28,064,927
|
7,740,271
|
|||||
Security
deposits
|
6,870,649
|
-
|
|||||
|
|||||||
Total
other
assets
|
77,362,745
|
10,689,356
|
|||||
|
|||||||
Total
assets
|
$
|
334,657,631
|
$
|
59,814,172
|
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
|||||||
Restated
(Note
20)
|
|
||||||
|
|
2008
|
|
2007
|
|||
Current
liabilities:
|
|||||||
Accounts
payable
|
$
|
32,470,682
|
$
|
16,044,058
|
|||
Accrued
expenses
|
9,359,565
|
-
|
|||||
Deferred
revenue
|
9,008,160
|
-
|
|||||
Notes
payable, current (Note 10)
|
84,408,671
|
10,746,058
|
|||||
Advance
from shareholder (Note
15)
|
-
|
282,758
|
|||||
Other
current liabilities
|
2,607,083
|
-
|
|||||
|
|||||||
Total
current
liabilities
|
137,854,161
|
27,072,874
|
|||||
|
|||||||
Long-term
liabilities:
|
|||||||
Accrued
severance benefits (Note 11)
|
4,114,597
|
88,449
|
|||||
Notes
payable, net of current portion
(Note 10)
|
33,542,736
|
4,206,219
|
|||||
Convertible
debentures (Note 12)
|
112,536,245
|
15,284,295
|
|||||
|
|||||||
Long-term
liabilities
|
150,193,578
|
19,578,963
|
|||||
|
|||||||
Total
liabilities
|
288,047,739
|
46,651,837
|
|||||
Non-controlling
interest
|
44,158,345
|
8,655,613
|
|||||
|
|||||||
Commitments
and contingencies (Note 19):
|
|||||||
|
|||||||
Stockholders'
equity:
(Note 14)
|
|||||||
Common
stocks: 300,000,000 shares authorized, par value $0.001 per share,
97,824,896 shares and 88,299,896 shares issued and outstanding,
respectively
|
97,824
|
88,299
|
|||||
Additional
paid-in
capital
|
20,293,203
|
14,437,328
|
|||||
Treasury
stock
|
-
|
(5,630
|
)
|
||||
Accumulated
other comprehensive income
(loss)
|
2,436,213
|
(214,496
|
)
|
||||
Accumulated
deficit
|
(20,375,693
|
)
|
(9,798,779
|
)
|
|||
|
|||||||
Total
stockholders'
equity
|
2,451,547
|
4,506,722
|
|||||
|
|||||||
Total
liabilities
and stockholders' equity
|
$
|
334,657,631
|
$
|
59,814,172
|
2008
|
|
Restated
(Note
20)
2007
|
|||||
Revenues:
|
|||||||
Finished
goods
|
$
|
50,260,975
|
$
|
16,484,917
|
|||
Merchandise
|
350,814
|
211,446
|
|||||
Services
|
2,035,130
|
978
|
|||||
52,646,919
|
16,697,341
|
||||||
Cost
of revenue:
|
|||||||
Finished
goods
|
49,096,772
|
16,160,910
|
|||||
Merchandise
|
303,682
|
207,639
|
|||||
Services
|
1,105,663
|
-
|
|||||
50,506,117
|
16,368,549
|
||||||
Gross
profits
|
2,140,802
|
328,792
|
|||||
|
|||||||
Operating
expenses:
|
|||||||
General
and administrative expenses
|
4,149,116
|
416,108
|
|||||
Research
and development
|
-
|
10,630
|
|||||
Depreciation
and amortization
|
286,286
|
100,397
|
|||||
|
4,435,402
|
527,135
|
|||||
Loss
from operations
|
(2,294,600
|
)
|
(198,343
|
)
|
|||
|
|||||||
Other
income (expenses):
|
|||||||
Interest
income
|
760,145
|
133,349
|
|||||
Rental
and other income
|
139,461
|
-
|
|||||
Net
income
from sale of assets
|
37,044
|
-
|
|||||
Interest
expenses
|
(1,871,682
|
)
|
(253,152
|
)
|
|||
Share
of loss from equity investment
|
(430,249
|
)
|
-
|
||||
Amortization
of deferred financing fees
|
-
|
(90,000
|
)
|
||||
Foreign
currency transaction loss
|
(137,735
|
)
|
-
|
||||
|
(1,503,016
|
)
|
(209,803
|
)
|
|||
Loss
before income taxes and non-controlling
interest
|
(3,797,616
|
)
|
(408,146
|
)
|
|||
Income
tax
expense (Note 13)
|
(330
|
)
|
-
|
||||
Non-controlling
interest
|
1,202,225
|
66,909
|
|||||
1,201,895
|
66,909
|
||||||
Net
loss
|
(2,595,721
|
)
|
(341,237
|
)
|
|||
Other
comprehensive income (loss):
|
|||||||
Foreign
currency translation
adjustments
|
(600,098
|
)
|
(47,658
|
)
|
|||
Unrealized
gain on investment
|
32,170
|
-
|
|||||
(567,928
|
)
|
(47,658
|
)
|
||||
Other
comprehensive loss before non-controlling interest
|
(3,163,649
|
)
|
(388,895
|
)
|
2008
|
|
Restated
(Note
20)
2007
|
|||||
Foreign
currency translation adjustments -
Non-controlling
interest
|
(452,634
|
)
|
3,968
|
||||
Total
comprehensive loss
|
$
|
(3,616,283
|
)
|
$
|
(384,927
|
)
|
|
Loss
per share - basic and diluted (Note 18)
|
$
|
(0.03
|
)
|
$
|
0.00
|
||
|
|||||||
Weighted
average number of common
shares outstanding - basic and diluted
|
97,824,896
|
87,846,563
|
Cumulative
|
Retained
|
|||||||||||||||||||||
|
|
|
Additional
|
|
|
|
other
|
|
earnings
|
|
|
|
||||||||||
|
|
Common
stock
|
|
paid-in
|
|
Treasury
|
|
comprehensive
|
|
(Accumulated
|
|
|
|
|||||||||
|
|
Shares
|
|
Amount
|
|
capital
|
|
stock
|
|
income
(loss)
|
|
deficit)
|
|
Total
|
||||||||
Balance,
January 1, 2007
|
87,619,896
|
$
|
87,619
|
$
|
14,319,408
|
$
|
(5,630
|
)
|
$
|
(170,806
|
)
|
$
|
(9,343,747
|
)
|
$
|
4,886,844
|
||||||
Restatement
adjustments (Note
20)
|
-
|
-
|
-
|
-
|
-
|
(113,796
|
)
|
(113,796
|
)
|
|||||||||||||
Restated
Balance, January
1, 2007
|
87,619,896
|
87,619
|
14,319,408
|
(5,630
|
)
|
(170,806
|
)
|
(9,457,543
|
)
|
4,773,048
|
||||||||||||
Issuance
of shares for consulting services
(Note
14)
|
580,000
|
580
|
98,020
|
-
|
-
|
-
|
98,600
|
|||||||||||||||
Issuance
of shares for employee remuneration
(Note
14)
|
100,000
|
100
|
19,900
|
-
|
-
|
-
|
20,000
|
|||||||||||||||
Restatement
adjustment (Note
20)
|
-
|
-
|
-
|
-
|
-
|
113,796
|
113,796
|
|||||||||||||||
Foreign
currency translation
adjustment
|
-
|
-
|
-
|
-
|
(43,690
|
)
|
-
|
(43,690
|
)
|
|||||||||||||
Net
loss for the period
|
-
|
-
|
-
|
-
|
-
|
(455,032
|
)
|
(455,032
|
)
|
|||||||||||||
Balance,
March
31, 2007
|
88,299,896
|
$
|
88,299
|
$
|
14,437,328
|
$
|
(5,630
|
)
|
$
|
(214,496
|
)
|
$
|
(9,798,779
|
)
|
$
|
4,506,722
|
||||||
Balance,
January 1, 2008
|
97,824,896
|
$
|
97,824
|
$
|
20,293,203
|
$
|
-
|
$
|
3,004,141
|
$
|
(17,779,972
|
)
|
$
|
5,615,196
|
||||||||
Unrealized
gain on investment
|
-
|
-
|
-
|
-
|
32,170
|
-
|
32,170
|
|||||||||||||||
Foreign
currency translation
adjustment
|
-
|
-
|
-
|
-
|
(600,098
|
)
|
-
|
(600,098
|
)
|
|||||||||||||
Net
loss for the period
|
-
|
-
|
-
|
-
|
-
|
(2,595,721
|
)
|
(2,595,721
|
)
|
|||||||||||||
Balance,
March
31, 2008
|
97,824,896
|
$
|
97,824
|
$
|
20,293,203
|
$
|
-
|
$
|
2,436,213
|
$
|
(20,375,693
|
)
|
$
|
2,451,547
|
2008
|
|
Restated
(Note
20)
2007
|
|||||
Cash
flows from operating activities:
|
|||||||
Net
loss
|
$
|
(2,595,721
|
)
|
$
|
(341,237
|
)
|
|
Adjustments
to reconcile net loss to net cash
|
|||||||
provided
by (used in) operating activities:
|
|||||||
Depreciation
|
286,286
|
972,173
|
|||||
Amortization
of financing fees
|
-
|
90,000
|
|||||
Non-controlling
interest’s share of loss
|
(1,202,225
|
)
|
(66,909
|
)
|
|||
Common
stocks issued for consulting services
|
-
|
118,600
|
|||||
Share
of loss from investment
|
462,419
|
-
|
|||||
Net
gain on sale of property
|
(37,044
|
)
|
-
|
||||
(Increase)
decrease in assets:
|
|||||||
Accounts
receivable
|
(12,752,246
|
)
|
(208,339
|
)
|
|||
Other
receivable
|
(7,538,010
|
)
|
-
|
||||
Inventory
|
(4,751,388
|
)
|
(1,305,360
|
)
|
|||
Prepaid
expenses and other assets
|
(7,786,425
|
)
|
20,410
|
||||
Security
deposits
|
155,611
|
-
|
|||||
Increase
(decrease) in liabilities:
|
|||||||
Accounts
payable
|
3,173,406
|
7,879,704
|
|||||
Deferred
revenue
|
5,192,082
|
(113,793
|
)
|
||||
Accrued
expense
|
5,676,785
|
-
|
|||||
Accrued
severance benefits
|
771,881
|
(8,955
|
)
|
||||
|
|||||||
Cash
provided by (used in) operating activities
|
(20,944,589
|
)
|
7,036,294
|
||||
|
|||||||
Cash
flows from investing activities:
|
|||||||
Acquisition
of investments in securities
|
-
|
(498,547
|
)
|
||||
Proceeds
from disposal of securities held for investment
|
9,554,845
|
-
|
|||||
Acquisition
of property and equipment
|
(13,262,725
|
)
|
(5,047,672
|
)
|
|||
Loan
receivable
|
(13,212,533
|
)
|
(65,892
|
)
|
|||
Acquisition
of intangible assets
|
72,687
|
-
|
|||||
Changes
in non-controlling interest
|
2,857,084
|
(3,968
|
)
|
||||
|
|||||||
Cash
used in investing activities
|
(13,990,642
|
)
|
(5,616,079
|
)
|
|||
|
|||||||
Cash
flows from financing activities:
|
|||||||
Proceeds
from convertible debenture
|
8,437,325
|
-
|
|||||
Proceeds
from short and long-term notes
|
26,059,224
|
||||||
Advance
from shareholder
|
-
|
282,758
|
|||||
Principal
payments of notes payable
|
(879,244
|
)
|
(1,037,481
|
)
|
|||
|
|||||||
Cash
provided by (used in) financing activities
|
33,617,305
|
(754,723
|
)
|
||||
|
|||||||
Net
increase (decrease) in cash
|
(1,317,926
|
)
|
665,492
|
2008
|
|
Restated
(Note
20)
2007
|
|||||
Effect
of foreign currency translation
|
(600,098
|
)
|
(43,692
|
)
|
|||
Cash
and cash equivalent - beginning of period
|
29,946,476
|
4,337,088
|
|||||
|
|||||||
Restricted
cash
|
4,811,371
|
-
|
|||||
Cash
and cash equivalent - end of period
|
$
|
32,839,823
|
$
|
4,958,888
|
|||
|
|||||||
Supplemental
Disclosure of Cash Flows Information:
|
|||||||
Cash
paid during the period for:
|
|||||||
Interest
|
$
|
1,466,571
|
$
|
253,152
|
|||
Income
taxes
|
$
|
330
|
$
|
-
|
Buildings
located in China
|
20
years
|
Buildings
located in Korea
|
30
years
|
Machinery
and equipment
|
5
-
10 years
|
Measuring
equipment
|
5
years
|
Furniture
and fixtures
|
5
years
|
Vehicles
|
5
years
|
Software
|
5
years
|
Landscaping
|
5
years
|
Structure
|
5
years
|
2008
|
|
2007
|
|||||
Raw
materials
|
$
|
3,236,262
|
$
|
5,319,234
|
|||
Work-in-process
|
11,842,720
|
518,734
|
|||||
Finished
goods
|
3,229,647
|
-
|
|||||
Merchandise
and supplies
|
1,150,895
|
1,121,982
|
|||||
|
|||||||
Total
|
$
|
19,459,524
|
$
|
6,959,950
|
2008
|
|
2007
|
|||||
Loan
receivable from CNY, a private company in China. 7% interest, payable
interest only in quarterly installments. Guaranteed by the shareholders
of
the debtor. Matures in January 2009.
|
$
|
156,471
|
$
|
151,508
|
|||
Loans
receivable from NIG, a private company in Korea. 9% interest, payable
interest only in quarterly installments. Guaranteed by the shareholders
of
the debtor. Mature in April and August 2008.
|
3,641,508
|
-
|
|||||
Note
receivable from Phoenix Holdings, a private company in Korea. 8%
interest,
payable interest only in quarterly installments. Matures in September
2008.
|
14,161,420
|
-
|
|||||
Loan
receivable from unrelated private companies in Korea, unsecured,
bears
interest at 17% payable with principal upon maturity. The loan matured
in
June 2007.
|
-
|
212,600
|
|||||
Notes
receivable from F&F Investment, a private company in Korea, 10.5%-12%
interests, payable interest only in monthly and quarterly installments.
Matures in December 2008 and September 2009.
|
5,057,650
|
-
|
|||||
Other
short-term loans receivable
|
472,943
|
-
|
|||||
|
|||||||
|
23,489,992
|
364,108
|
|||||
Less:
current portion
|
17,816,216
|
212,600
|
|||||
|
|||||||
Loan
receivable, net of current
|
$
|
5,673,776
|
$
|
151,508
|
2008
|
|
2007
|
|||||
Prepaid
expenses
|
$
|
5,683,820
|
$
|
1,048,214
|
|||
Receivables
from sale of assets
|
3,625,693
|
-
|
|||||
Advance
payments to vendors
|
14,454,712
|
-
|
|||||
Other
current assets
|
6,796,495
|
-
|
|||||
|
|||||||
Total
|
$
|
30,560,720
|
$
|
1,048,214
|
2008
|
|
2007
|
|||||
Investment
in Cintel Systems Corp.
|
$
|
474,408
|
$
|
498,547
|
|||
Convertible
Debenture A (STS)
|
11,173,519
|
-
|
|||||
Pheonix
Asset Management (fka Global Assets Inc.)
|
10,427,028
|
1,937,339
|
|||||
Investment
in PluM Tech
|
202,306
|
-
|
|||||
We-Tech
|
1,340,909
|
-
|
|||||
East
Gate
|
1,101,272
|
-
|
|||||
Phoenix
Springs
|
3,034,590
|
-
|
|||||
Debt
securities - bonds
|
219,907
|
-
|
|||||
Investment
in equity securities held by subsidiaries
|
8,141,512
|
-
|
|||||
Other
miscellaneous
|
306,390
|
4,916
|
|||||
Total
|
$
|
36,421,841
|
$
|
2,440,802
|
2008
|
|
2007
|
|||||
Land
|
$
|
28,306,520
|
$
|
-
|
|||
Buildings
and improvements
|
34,812,621
|
11,148,501
|
|||||
Machinery
and equipment
|
22,155,249
|
24,216,829
|
|||||
Furniture
and fixtures
|
9,321,558
|
873,945
|
|||||
Vehicles
|
685,325
|
165,097
|
|||||
Software
|
230,771
|
754,682
|
|||||
Small
tools
|
657,893
|
-
|
|||||
96,169,937
|
37,159,054
|
||||||
Less:
Accumulated depreciation
|
20,787,226
|
7,042,921
|
|||||
75,382,711
|
30,116,133
|
||||||
Construction
in progress
|
37,924,558
|
-
|
|||||
Property
and equipment, net
|
$
|
113,307,269
|
$
|
30,116,133
|
2008
|
2007
|
||||||
Land
rights at cost
|
$
|
369,224
|
$
|
369,224
|
|||
Less:
Accumulated depreciation
|
37,672
|
12,449
|
|||||
Net
carrying amount
|
$
|
331,552
|
$
|
356,775
|
2008
|
2007
|
||||||
Goodwill
|
$
|
26,592,993
|
$
|
7,740,271
|
|||
Other
intangible assets
|
1,471,934
|
-
|
|||||
Net
carrying amount
|
$
|
28,064,927
|
$
|
7,740,271
|
2008
|
2007
|
||||||
Note
payable to Kong-Sang Bank of China, payable monthly interest only
with
interest at LIBOR plus 0.85%. The note is unsecured and matures in
April
2008.
|
$
|
3,000,000
|
$
|
-
|
|||
Note
payable to Kong-Sang Bank of China, payable monthly interest only
with
interest at LIBOR plus 0.75%. The note is secured by real estate
and
equipment and matures in September 2008.
|
3,400,000
|
-
|
2008
|
|
2007
|
|||||
Note
payable to Kong-Sang Bank of China, payable monthly interest only
with
interest at LIBOR plus 0.75%. The note is unsecured and matures in
October
2008.
|
3,903,367
|
-
|
|||||
Note
payable to Min-Seng Bank of China, payable monthly interest only
with
interest at LIBOR plus 1.80%. The note is unsecured and matures in
April
2009.
|
1,500,000
|
||||||
Note
payable to Kong-Sang Bank of China, payable monthly interest only
with
interest at 6.14%. The note is unsecured and matured in April
2007.
|
-
|
3,234,893
|
|||||
Note
payable to Kong-Sang Bank of China, payable monthly interest only
with
interest at 6.44%. The note is unsecured and matured in June
2007.
|
-
|
1,940,250
|
|||||
Note
payable to Kong-Sang Bank of China, payable monthly interest only
with
interest at 5.68%. The note is secured by cash deposit of $2,836,087
and
matured in April 2007.
|
-
|
2,730,811
|
|||||
Construction
loan payable to China Construction Bank, payable quarterly installment
of
$447,551 with interest at bank prime. The note is secured by real
estate
and matures in July 2009.
|
-
|
4,479,144
|
|||||
Construction
loan payable to China Construction Bank, payable quarterly installment
of
$250,000 with interest at LIBOR plus 1.18%. The note is secured by
real
estate and matures in July 2009.
|
-
|
2,500,000
|
|||||
Notes
payable to Hana Bank of Korea, payable monthly interest only, with
interest at 6.93% to 7.81%. The notes are secured by real property
in
Korea and mature on March 2008.
|
2,066,473
|
-
|
|||||
Notes
payable to Shin-Han Bank of Korea, payable monthly interest-only,
with
interest at 5.95% to 6.43%. The notes are secured by real estate
and
mature in June and October 2008.
|
6,411,600
|
-
|
|||||
Notes
payable to Nong Hyup Bank of Korea, payable monthly interest only,
with
interest at 4.1%. The notes are unsecured and mature in November
2008.
|
534,300
|
-
|
|||||
Notes
payable to Citi Bank of Korea, payable monthly interest only with
interest
at 4.98% to 6.04%. The notes are secured by real estate and mature
in July
2008.
|
9,445,554
|
-
|
|||||
Notes
payable to Korea Exchange Bank, payable monthly interest only, with
interest at 5.00% to 6.55%. The notes are unsecured and mature in
October,
November, and December 2008.
|
6,297,460
|
-
|
|||||
Note
payable to Kook Min Bank of Korea, payable monthly interest only,
with
interest at 4.97%. The note is secured by a deed of trust covering
the
Company’s real property and matures in July 2008.
|
8,548,800
|
-
|
2008
|
|
2007
|
|||||
Note
payable to Citi Bank Korea, payable monthly interest-only, with interest
at 5.56%. The note is secured by a deed of trust covering the Company’s
real property and matures in October and November 2009.
|
14,732,120
|
-
|
|||||
Note
payable to Citi Bank Korea, payable monthly interest-only. The note
is
classified as a long term debt due to its maturity.
|
6,069,180
|
||||||
Note
payable to Sam Sung Electronics, bearing no interest. The note is
secured
by a deed of trust covering the Company’s real property and matures in
December 2011.
|
681,767
|
-
|
|||||
Note
payable to Industrial Bank of Korea, payable monthly interest only,
with
interest at 8%. The note is unsecured and matures in 2008.
|
11,265,508
|
-
|
|||||
Notes
payable to Woori Bank, payable monthly interest only. The note is
unsecured and matures in January 2009.
|
4,982,994
|
-
|
|||||
Notes
payable to Industrial Bank of Korea, payable monthly interest only,
with
interest at 5.84%. The note is matures in 2008.
|
1,068,600
|
-
|
|||||
Notes
payable to Industrial Bank of Korea, payable monthly interest only,
with
interest at 8.403%. The note is matures in February 2009.
|
4,551,885
|
-
|
|||||
Notes
payable to Worri Bank of Korea, payable monthly interest only, with
interest at 7.12%. The note is matures in April 2009.
|
5,057,650
|
||||||
Notes
payable to Hana Bank of Korea, payable monthly interest only, with
interest at 6.65%. The note is matures in 2008.
|
2,528,825
|
-
|
|||||
Notes
payable to Korea Exchange Bank of Korea, payable monthly interest
only,
with interest at 7.72%. The note is matures in May 2008.
|
5,057,650
|
-
|
|||||
Notes
payable to City Bank of Korea, payable monthly interest only, with
interest at 1.88 to 2.29%. The note is matures in 2008.
|
2,906,563
|
-
|
|||||
Loan
payable to local government with annual interest rate at 4.75%. The
Loan
is unsecured and classified as long term debt
|
67,408
|
-
|
|||||
Notes
payable to Hana Bank of Korea, payable monthly interest only, with
interest at 5.18%. The loan is secured by real estate. The note is
matures
in 2015.
|
1,517,295
|
-
|
|||||
Notes
payable to Industrial Bank of Korea, payable monthly interest only,
with
interest at 4.7%. The note is matures in 2009 and 2010.
|
4,046,120
|
-
|
|||||
Notes
payable to Shin Han Bank of Korea, payable monthly interest only,
with
interest at 3.77%. The loan is secured by real estate. The note is
matures
in 2011.
|
3,516,078
|
-
|
|||||
Loan
payable to local government with annual principal payment of $10,422,
bearing no interest. The loan is unsecured and matures in October
2009
|
18,500
|
2008
|
|
2007
|
|||||
Other
Long term notes payable of subsidiaries
|
4,775,710
|
||||||
Note
payable to an unrelated party, bearing no interest. The note is unsecured
and due on demand.
|
-
|
39,000
|
|||||
Loan
payable to local government with annual principal payment of $10,422,
bearing no interest. The loan is unsecured and matures in October
2009
|
28,179
|
||||||
117,951,407
|
14,952,277
|
||||||
Less:
current portion
|
84,408,671
|
10,746,058
|
|||||
Long-term
debt
|
$
|
33,542,736
|
$
|
4,206,219
|
Years
ending December 31,
|
Amount
|
|||
2008
|
$
|
84,465,660
|
||
2009
|
26,293,056
|
|||
2010
|
2,306,723
|
|||
2011
|
1,300,828
|
|||
2012
and thereafter
|
3,585,140
|
|||
Total
|
$
|
117,951,407
|
2008
|
|
2007
|
|||||
Convertible
debenture - A (Cintel)
|
$
|
15,284,295
|
$
|
15,284,295
|
|||
Convertible
debenture - B (Cintel)
|
64,920,000
|
-
|
|||||
Convertible
debenture - C (Cintel)
|
10,820,000
|
-
|
|||||
Convertible
debenture - D (PDT)
|
21,511,950
|
-
|
|||||
$
|
112,536,245
|
$
|
15,284,295
|
2008
|
|
2007
|
|||||
Current
income tax provision:
|
|||||||
US
|
$
|
-
|
$
|
-
|
|||
Foreign
taxes of subsidiaries
|
330
|
-
|
|||||
330
|
-
|
||||||
Deferred
income tax benefit:
|
|||||||
US
|
-
|
-
|
|||||
Foreign
taxes of subsidiaries
|
-
|
-
|
|||||
Income
tax expense
|
$
|
330
|
$
|
-
|
2008
|
|
2007
|
|||||
Research
and development expenses amortized
over 5 years for tax purposes
|
$
|
-
|
$
|
267,000
|
|||
Other
timing differences
|
488,043
|
253,000
|
|||||
Net
operating loss carryforwards
|
2,803,750
|
2,287,000
|
|||||
|
3,291,793
|
2,807,000
|
|||||
Valuation
allowance
|
(3,291,793
|
)
|
(2,807,000
|
)
|
|||
|
$
|
- |
$
|
-
|
2008
|
|
2007
|
|||||
Interest
rate
|
6.5
|
%
|
6.5
|
%
|
|||
Expected
volatility
|
70
|
%
|
70
|
%
|
|||
Expected
life in years
|
5
|
6
|
|||||
Expected
dividends
|
-
|
-
|
2008
|
|
2007
|
|||||
Outstanding,
beginning of period
|
-
|
106,000
|
|||||
Exercised
|
-
|
-
|
|||||
Cancelled
|
-
|
-
|
|||||
Expired
|
-
|
(106,000
|
)
|
||||
Outstanding,
end of period
|
-
|
-
|
|||||
Weighted
average fair value of options granted during the period
|
$
|
-
|
$
|
-
|
|||
Weighted
average exercise price of options, beginning of period
|
$
|
-
|
$
|
-
|
|||
Weighted
average exercise price of options granted during the period
|
$
|
-
|
$
|
-
|
|||
Weighted
average exercise price of options, end of period
|
$
|
-
|
$
|
-
|
|||
Weighted
average remaining contractual life of common stock options
|
-
|
-
|
2008
|
|
2007
|
|||||
Accounts
receivable from STS
|
$
|
7,080,366
|
$
|
2,210,384
|
|||
Accounts
receivable from BKLCD (fka We-Tech)
|
$
|
1,197,970
|
$
|
1,266,875
|
|||
Accounts
receivable from BKLS
|
$
|
-
|
$
|
-
|
|||
Accounts
payable to STS
|
$
|
-
|
$
|
9,669,402
|
|||
Accounts
payable to BKLCD (fka We-Tech)
|
$
|
-
|
$
|
2,475,410
|
|||
Sales
to STS
|
$
|
18,565,787
|
$
|
9,918.606
|
|||
Sales
to BKLCD (fka We-Tech)
|
$
|
323,579
|
$
|
2,298,188
|
|||
Purchase
from STS
|
$
|
1,689,186
|
$
|
13,338,851
|
|||
Purchase
from BKLCD (fka We-Tech)
|
$
|
-
|
$
|
1,821,825
|
2008
|
|
2007
|
|||||
Numerator
for basic and diluted earnings per share:
|
|||||||
Net
loss
|
$
|
(2,608,136
|
)
|
$
|
(341,237
|
)
|
|
Denominator:
|
|||||||
Basic
and diluted weighted average shares
outstanding
|
97,824,896
|
87,846,563
|
|||||
Basic
and diluted loss per share
|
$
|
(0.03
|
)
|
$
|
(0.00
|
)
|
(a)
|
The
Company leases its premises under a non-cancellable lease agreement
which
will expire in December 2008. Future minimum annual payments (exclusive
of
taxes and insurance) under the lease are $29,647 in 2008. Rent expenses
paid during the periods ended March
31, 2008
and 2007
were $23,699 and $39,828,
respectively.
|
(b)
|
The
Company is committed to pay interest of 8% or 10% on its convertible
bonds
payable, should PSTS, the Company’s subsidiary in China, fail to achieve
the predetermined earnings threshold as disclosed in Note
12.
|
(c)
|
PSTS
is committed to pay a management fee to the government of Republic
of
China of approximately $2,400 per annum for the use of land as disclosed
in Note 8.
|
(d)
|
PSTS,
in accordance with its Articles of Incorporation, has to maintain
a
minimum capital of $20,000,000.
|
(e)
|
The
Company's subsidiary in Korea, Bluecomm, is committed to vehicle
lease
obligations which expire in June, 2010. Future minimum annual payments
(exclusive of tax and insurance) under the lease are as
follows:
|
Years
|
Amount
|
|||
2008
|
$
|
48,077
|
||
2009
|
64,103
|
|||
2010
|
32,052
|
|||
$
|
144,232
|
(f)
|
The
Company’s Korean subsidiary, PDT, has an outstanding commitment under
standby letters-of-credit totaling approximately $5,000,000. This
standby
letter-of-credit was issued on behalf of affiliated companies.
|
l
|
Phoenix
Semiconductor Telecommunication (Suzhou) located in Suzhou, China
,
provides semiconductor package products in different groups of
Dual, Quad
and BGA.
|
l
|
Phoenix
Digital Tech located in Kyungki-Do, Korea, provides manufacturing
facilities and equipments for LCD, PDP (Plasma Display Panel) and
semiconductor production. UB Precision, a subsidiary of Phoenix
Digital
Tech provides testing products such as LCD/OLED probe stations
for display
and probe card for semiconductor.
|
l
|
Bluecomm
located in Daejeon, Korea, provides solutions for Customer Relationship
Management (CRM) and related total solutions for call center outsourcing
and Home Service Center hosting.
|
l
|
CinTel
Korea located in Seoul, Korea produces and distributes our traditional
base products in the Internet Traffic Management (ITM)
sector.
|
3/31/2008
|
3/31/2007
|
|
Revenue
|
52,646,919
|
16,697,341
|
Cost
of sales
|
50,506,117
|
16,368,549
|
Gross
Profit
|
2,140,802
|
328,792
|
Expenses
|
4,435,402
|
527,135
|
Operating
(Loss)
|
(2,294,600)
|
(198,343)
|
Net
(Loss)
|
(2,595,721)
|
(341,237)
|
Exhibit
Number
|
Description
|
|
2.1
|
Share
Exchange Agreement, dated September 30, 2003, by and among the
Company,
CinTel Co., Ltd, and the shareholders of CinTel Co., Ltd. (Incorporated
by
reference to the Company’s Form 8-K filed with the Securities and Exchange
Commission on September 30, 2003)
|
|
3.1
|
Articles
of Incorporation (Incorporated by reference to the Company’s registration
statement on Form SB-2 (File No. 333-100046), filed with the Securities
and Exchange Commission on September 24, 2002)
|
|
3.2
|
Certificate
of Amendment to Articles of Incorporation dated April 27, 2001
(Incorporated by reference to the Company’s registration statement on Form
SB-2 (File No. 333-119002), filed with the Securities and Exchange
Commission on September 15, 2004)
|
|
3.3
|
Certificate
of Amendment to Articles of Incorporation dated October 21, 2003
(Incorporated by reference to the Company’s annual report on Form 10-KSB
for the fiscal year ended December 31, 2003, filed with the Securities
and
Exchange Commission on April 14, 2004)
|
|
3.4
|
Certificate
of Amendment to Articles of Incorporation dated September 13, 2004
(Incorporated by reference to the Company’s registration statement on Form
SB-2 (File No. 333-119002), filed with the Securities and Exchange
Commission on September 15, 2004)
|
|
3.5
|
Bylaws
(Incorporated by reference to the Company’s registration statement on Form
SB-2 (File No. 333-100046), filed with the Securities and Exchange
Commission on September 24, 2002)
|
|
4.1
|
Standby
Equity Distribution Agreement, dated August 4, 2004, between Cornell
Capital Partners, L.P. and the Company (Incorporated by reference
to the
Company’s registration statement on Form SB-2 (File No. 333-119002), filed
with the Securities and Exchange Commission on September 15,
2004)
|
|
4.2
|
$240,000
principal amount Compensation Debenture, due August 4, 2007, issued
to
Cornell Capital Partners, L.P., in connection with the Standby
Equity
Distribution Agreement (Incorporated by reference to the Company’s
registration statement on Form SB-2 (File No. 333-119002), filed
with the
Securities and Exchange Commission on September 15,
2004)
|
|
4.3
|
Convertible
Note in the principal amount of $40,000 issued to Sang Yong Oh
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on October 21, 2005)
|
|
4.4
|
Convertible
Note in the principal amount of $400,000 issued to Tai Bok Kim
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on October 21, 2005)
|
|
4.5
|
Convertible
Note in the principal amount of $9,640 issued to Meung Jun Lee
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on November 21,
2005)
|
|
4.6
|
Convertible
Note in the principal amount of $28,930 issued to Jin Yong Kim
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on November 21,
2005)
|
|
4.7
|
Convertible
Note in the principal amount of $48,300 issued to Su Jung Jun
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on November 21,
2005)
|
|
4.8
|
Convertible
Note in the principal amount of $48,300 issued to Se Jung Oh (Incorporated
by reference to the Company’s Form 8-K filed with the Securities and
Exchange Commission on November 21, 2005)
|
|
4.9
|
Convertible
Note in the principal amount of $48,300 issued to Sun Kug Hwang
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on November 21,
2005)
|
|
4.10
|
Convertible
Note in the principal amount of $192,864 issued to Woo Young Moon
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on November 21,
2005)
|
4.11
|
Convertible
Note in the principal amount of $336,000 issued to Joo Chan Lee
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on November 21,
2005)
|
|
4.12
|
Convertible
Note in the principal amount of $483,000 issued to Sang Ho Han
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on November 21,
2005)
|
|
4.13
|
Convertible
Note in the principal amount of $483,000 issued to Jun Ro Kim
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on November 21,
2005)
|
|
4.14
|
Convertible
Note in the principal amount of $483,000 issued to Tai Bok Kim
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on November 21,
2005)
|
|
4.15
|
Convertible
Note in the principal amount of $2,082,500 issued to Tai Bok Kim
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 20,
2005)
|
|
4.16
|
Convertible
Note in the principal amount of $280,000 issued to Joo Chan Lee
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 20,
2005)
|
|
4.17
|
Convertible
Note in the principal amount of $281,065 issued to Sang Yong Oh
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 20,
2005)
|
|
4.18
|
Convertible
Note in the principal amount of $246,400 issued to JungMi Lee
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 20,
2005)
|
|
4.19
|
Convertible
Note in the principal amount of $59,172 issued to Sung Min Chang
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 20,
2005)
|
|
4.20
|
Convertible
Note in the principal amount of $246,400 issued to Eun Suk Shin
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 20,
2005)
|
|
4.21
|
Convertible
Note in the principal amount of $492,800 issued to Overnet Co.,
Ltd.
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 20,
2005)
|
|
4.22
|
Convertible
Note in the principal amount of $98,620 issued to Yeun Jae Jo
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 20,
2005)
|
|
4.23
|
Convertible
Note in the principal amount of $985,950 issued to Equinox Partners
Inc.
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 20,
2005)
|
|
4.24
|
Convertible
Note in the principal amount of $788,950 issued to Kei Wook Lee
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 20,
2005)
|
|
4.25
|
Convertible
Note in the principal amount of $492,800 issued to SeokKyu Hong
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 30,
2005)
|
|
4.26
|
Convertible
Note in the principal amount of $197,200 issued to Moon Soo Park
(Incorporated by reference to the Company’s Form 8-K filed with the
Securities and Exchange Commission on December 30,
2005)
|
|
10.1
|
Securities
Purchase Agreement dated October 17, 2005 by and among CinTel Corp.
and
Sang Yon Oh (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on October 21,
2005)
|
|
10.2
|
Securities
Purchase Agreement dated October 17, 2005 by and among CinTel Corp.
and
Tai Bok Kim (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on October 21,
2005)
|
10.3
|
Securities
Purchase Agreement dated November 17, 2005 by and among CinTel
Corp. and
Meung Jun Lee (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on November 21,
2005)
|
|
10.4
|
Securities
Purchase Agreement dated November 17, 2005 by and among CinTel
Corp. and
Jin Yong Kim (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on November 21,
2005)
|
|
10.5
|
Securities
Purchase Agreement dated November 17, 2005 by and among CinTel
Corp. and
Su Jung Jun (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on November 21,
2005)
|
|
10.6
|
Securities
Purchase Agreement dated November 17, 2005 by and among CinTel
Corp. and
Se Jung Oh (Incorporated by reference to the Company’s Form 8-K filed with
the Securities and Exchange Commission on November 21,
2005)
|
|
10.7
|
Securities
Purchase Agreement dated November 17, 2005 by and among CinTel
Corp. and
Sun Kug Hwang (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on November 21,
2005)
|
|
10.8
|
Securities
Purchase Agreement dated November 17, 2005 by and among CinTel
Corp. and
Woo Young Moon (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on November 21,
2005)
|
|
10.9
|
Securities
Purchase Agreement dated November 17, 2005 by and among CinTel
Corp. and
Joo Chan Lee (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on November 21,
2005)
|
|
10.10
|
Securities
Purchase Agreement dated November 17, 2005 by and among CinTel
Corp. and
Sang Ho Han (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on November 21,
2005)
|
|
10.11
|
Securities
Purchase Agreement dated November 17, 2005 by and among CinTel
Corp. and
Jun Ro Kim (Incorporated by reference to the Company’s Form 8-K filed with
the Securities and Exchange Commission on November 21,
2005)
|
|
10.12
|
Securities
Purchase Agreement dated November 17, 2005 by and among CinTel
Corp. and
Tai Bok Kim (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on November 21,
2005)
|
|
10.13
|
Securities
Purchase Agreement dated December 15, 2005 by and among CinTel
Corp. and
Tai Bok Kim (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on December 20,
2005)
|
|
10.14
|
Securities
Purchase Agreement dated December 15, 2005 by and among CinTel
Corp. and
Joo Chan Lee (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on December 20,
2005)
|
|
10.15
|
Securities
Purchase Agreement dated December 15, 2005 by and among CinTel
Corp. and
Sang Yong Oh (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on December 20,
2005)
|
|
10.16
|
Securities
Purchase Agreement dated December 15, 2005 by and among CinTel
Corp. and
JungMi Lee (Incorporated by reference to the Company’s Form 8-K filed with
the Securities and Exchange Commission on December 20,
2005)
|
|
10.17
|
Securities
Purchase Agreement dated December 15, 2005 by and among CinTel
Corp. and
Sung Min Chang (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on December 20,
2005)
|
|
10.18
|
Securities
Purchase Agreement dated December 15, 2005 by and among CinTel
Corp. and
Eun Suk Shin (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on December 20,
2005)
|
|
10.19
|
Securities
Purchase Agreement dated December 15, 2005 by and among CinTel
Corp. and
Overnet Co., Ltd. (Incorporated by reference to the Company’s Form 8-K
filed with the Securities and Exchange Commission on December 20,
2005)
|
|
10.20
|
Securities
Purchase Agreement dated December 15, 2005 by and among CinTel
Corp. and
Yeun Jae Jo (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on December 20,
2005)
|
|
10.21
|
Securities
Purchase Agreement dated December 15, 2005 by and among CinTel
Corp. and
Equinox Partners Inc. (Incorporated by reference to the Company’s Form 8-K
filed with the Securities and Exchange Commission on December 20,
2005)
|
10.22
|
Securities
Purchase Agreement dated December 16, 2005 by and among CinTel
Corp. and
Kei Wook Lee (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on December 20,
2005)
|
|
10.23
|
Securities
Purchase Agreement dated December 26, 2005 by and among CinTel
Corp. and
SeokKyu Hong (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on December 30,
2005)
|
|
10.24
|
Securities
Purchase Agreement dated December 26, 2005 by and among CinTel
Corp. and
Moon Soo Park (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on December 30,
2005)
Distribution
Agreement dated March 15, 2006 among CinTel Corp. and InterSpace
Computers, Inc. (Incorporated by reference to the Company’s Form 8-K filed
with the Securities and Exchange Commission on May 3,
2006)
|
|
10.25
|
Convertible
Bonds Subscription Agreement between the Company and Axlon Corporation
dated October 24, 2006 (Incorporated by reference to the Company’s Form
8-K filed with the Securities and Exchange Commission on October
31,
2006)
|
|
10.26
|
Convertible
Bonds Subscription Agreement between the Company and Emerging Memory
&
Logic Solutions, Inc. dated October 24, 2006 (Incorporated by reference
to
the Company’s Form 8-K filed with the Securities and Exchange Commission
on October 31, 2006)
|
|
10.27
|
Convertible
Bonds Subscription Agreement between the Company and KTB China
Optimum
Fund dated October 24, 2006 (Incorporated by reference to the Company’s
Form 8-K filed with the Securities and Exchange Commission on October
31,
2006)
|
|
10.28
|
Convertible
Bonds Subscription Agreement between the Company and STS Semiconductor
& Telecommunications Co. Ltd. dated October 24, 2006 (Incorporated
by
reference to the Company’s Form 8-K filed with the Securities and Exchange
Commission on October 31, 2006)
|
|
10.29
|
Stock
Purchase Agreement by and between CinTel Corp and STS Semiconductor
&
Telecommunications Co., Ltd. (Incorporated by reference to the
Company’s
Form 8-K filed with the Securities and Exchange Commission on November
3,
2006)
|
|
10.30
|
Stock
Purchase Agreement by and between CinTel Corp. and STS Semiconductor
&
Telecommunications Co. Ltd. (Incorporated by reference to the Company’s
Form 8-K filed with the Securities and Exchange Commission on November
3,
2007)
|
|
10.31
|
Convertible
Bonds Subscription Agreement entered into as of March 15, 2007
with
Woori
Private Equity Fund (Incorporated
by reference to the Company’s Form 8-K filed with the Securities and
Exchange Commission on March 15, 2007)
|
|
10.32
|
Share
Subscription Agreement dated August 27, 2007 by and between Phoenix
Digital Tech Co. Ltd. (Incorporated by reference to the Company’s Form 8-K
filed with the Securities and Exchange Commission on August 31,
2007)
|
|
10.33
|
Share
Subscription Agreement dated as of October 30, 2007 (Incorporated
by
reference to the Company’s Form 8-K filed with the Securities and Exchange
Commission on November 5, 2007)
|
|
14.1
|
Code
of Ethics (Incorporated by reference to the Company’s Form 10-K filed with
the Securities and Exchange Commission on April 17,
2006)
|
|
16.1
|
Letter
on change in certifying accountant (Incorporated by reference to
the
Company’s Form 8-K filed with the Securities and Exchange Commission
October 11, 2007)
|
|
21.1
|
Subsidiaries
(Incorporated by reference to the Company’s Form 10-K filed with the
Securities and Exchange Commission on March 31, 2008)
|
|
31.1*
|
Certification
by Chief Executive Officer, required by Rule 13a-14(a) or Rule
15d-14(a)
of the Exchange Act
|
|
31.2*
|
Certification
by Chief Financial Officer, required by Rule 13a-14(a) or Rule
15d-14(a)
of the Exchange Act
|
|
32.1*
|
Certification
by Chief Executive Officer, required by Rule 13a-14(b) or Rule
15d-14(b)
of the Exchange Act and Section 1350 of Chapter 63 of Title 18
of the
United States Code
|
|
32.2*
|
Certification
by Chief Financial Officer, required by Rule 13a-14(b) or Rule
15d-14(b)
of the Exchange Act and Section 1350 of Chapter 63 of Title 18
of the
United States Code
|
|
|
|
CINTEL
CORP.
|
||
|
|
|
|
||
|
|
|
|
||
|
By:
|
/s/
Sang Don Kim
|
|
||
|
|
Name:
Sang Don Kim
|
|||
|
|
Title:
Chief Executive Officer
|
|||
|
|
(Principal
Executive Officer)
|
|||
|
|
|
|||
|
By:
|
/s/
Kyo Jin Kang
|
|
||
|
|
|
Name:
Kyo Jin Kang
|
||
|
|
|
Title:
Chief Financial Officer
(Principal
Financial Officer and Principal Accounting Officer)
|