Top Banner

Click here to load reader

Internet Initiative Prospectus R.R. Donnelley 00177 V3.1 ... Internet Initiative Prospectus R.R. Donnelley 00177 V3.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM

Sep 25, 2020

ReportDownload

Documents

others

  • FINACT:[55672K.FS]00001.HTM 0:15:03 AM Page 1 of 2

    FINACT:[55672K.FS]00001.HTM EDGAR only HTE: 31-OCT-2000 12:30 BLK: 00-000-0000 00:00 Internet Initiative Prospectus R.R. Donnelley 00177 V3.1

    SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

    FORM 20-F/A

    � REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934

    OR � ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

    SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2000

    OR � TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

    SECURITIES EXCHANGE ACT OF For the transition period from ________________________ to ____________________________

    Commission file number: 0-30204

    (1) Common Stock, par value ¥50,000 per share (“Shares”)* (2) American Depositary Shares (“ADSs”), each of which represents 1/2000th of a Share

    (Title of Class) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

    None (Title of Class)

    Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

    As of March 31, 2000, 22,480 shares of common stock were outstanding, comprised of 16,628 Shares and 11,704,000 ADSs (equivalent to 5,852 shares).

    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 such filing requirements for the past 90 days.

    Yes X No __

    Kabushiki Kaisha Internet Initiative (Exact name of Registrant as specified in its charter)

    Internet Initiative Japan Inc. (Translation of Registrant’s name into English)

    Takebashi Yasuda Bldg. 3-13, Kanda Nishiki-cho

    Japan Chiyoda-ku, Tokyo 101-0054 Japan (Jurisdiction of incorporation or organization) (Address of principal executive offices)

    Securities registered or to be registered pursuant to Section 12(b) of the Act.

    Title of Each Class Name of Each Exchange On Which Registered None None

    Securities registered or to be registered pursuant to Section 12(g) of the Act.

  • FINACT:[55672K.FS]00001.HTM 0:15:03 AM Page 2 of 2

    Indicate by check mark which financial statement item the registrant has elected to follow.

    Item 17___ Item 18 X

    *Not for trading, but only in connection with the registration of the ADSs.

  • FINACT:[55672K.TX]00002.HTM 0:17:29 AM Page 1 of 1

    FINACT:[55672K.TX]00002.HTM EDGAR only HTE: 1-NOV-2000 20:27 BLK: 00-000-0000 00:00 Internet Initiative Prospectus R.R. Donnelley 01338 V3.1

    TABLE OF CONTENTS

    -2-

    Page Forward-looking Statement 3

    PART I Item 1. Identity of Directors, Senior Management and Advisors 4 Item 2. Offer Statistics and Expected Timetable 4 Item 3. Key Information 4 Item 4. Information on the Company 13 Item 5. Operating and Financial Review and Prospects 37 Item 6. Directors, Senior Management and Employees 55 Item 7. Major Shareholders and Related Party Transactions 57 Item 8. Financial Information 59

    Item 9. The Offer and Listing 59 Item 10. Additional Information 60 Item 11. Quantitative and Qualitative Disclosures About Market Risk 72 Item 12. Description of Securities Other than Equity Securities 73

    PART II Item 13. Defaults, Dividend Arrearages and Delinquencies 74 Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds 74 Item 15. [Reserved] 74 Item 16. [Reserved] 74

    PART III Item 17. Financial Statements 75 Item 18. Financial Statements 75 Item 19. Exhibits 75

  • FINACT:[55672K.TX]00003.HTM 0:13:02 AM Page 1 of 1

    FINACT:[55672K.TX]00003.HTM EDGAR only HTE: 1-NOV-2000 19:57 BLK: 00-000-0000 00:00 Internet Initiative Prospectus R.R. Donnelley 01338 V3.1

    Forward-looking Statement

    This annual report contains forward-looking statements that are based on our current expectations, assumptions, estimates and projections about us and our industry and that are subject to various risks and uncertainties. These statements discuss future expectations, identify strategies, contain projections of results of operations or of financial condition of ours or our group companies or state other “forward-looking” information. Known and unknown risks, uncertainties and other factors could cause the actual results to differ materially from those contained in any forward-looking statement.

    Although we believe that our expectations that are expressed in these forward-looking statements are reasonable, we cannot promise that our expectations will turn out to be correct. Our actual results could be materially different from and worse than our expectations. Important risks and factors that could cause our actual results to be materially different from our expectations are generally set forth in Item 3.D. and include, without limitation:

    � that we may not continue to increase subscribers to our connectivity services, particularly subscribers at higher bandwidths,

    � that our large capital investment in Crosswave Communications Inc. may not yield the expected returns in the future or at all,

    � that we may not generate significant revenues from our systems integration services or our value-added services, including our co-location services, and

    � that leased line costs may not decrease as rapidly as expected or at all.

    -3-

  • FINACT:[55672K.TX]00004.HTM 0:17:31 AM Page 1 of 1

    FINACT:[55672K.TX]00004.HTM EDGAR only HTE: 1-NOV-2000 19:57 BLK: 00-000-0000 00:00 Internet Initiative Prospectus R.R. Donnelley 01338 V3.1

    PART I

    Item 1. Identity of Directors, Senior Management and Advisors Not Applicable

    Item 2. Offer Statistics and Expected Timetable Not Applicable

    Item 3. Key Information

    A. Selected financial data

    The selected consolidated financial data set forth below should be read in conjunction with the consolidated financial statements of Internet Initiative Japan Inc., or IIJ, and the notes thereto beginning on page F-1 in response to Item 8. and Item 18. and Operating and Financial Review and Prospects included as Item 5. The statement of operations data below for the fiscal years ended March 31, 1997, 1998, 1999, and 2000 and the balance sheet data as of March 31, 1998, 1999, and 2000 are derived from the audited financial statements of IIJ, which have been prepared in accordance with U.S. GAAP and audited by Deloitte Touche Tohmatsu, independent auditors. The statement of operations data set forth below for the fiscal year ended March 31, 1996 and the balance sheet data as of March 31, 1996 and 1997 are derived from the unaudited financial statements. The unaudited data reflect all adjustments, consisting of normal recurring adjustments, that, in the opinion of management, are necessary for a fair presentation of the amounts involved, on a basis consistent with selected consolidated financial data derived from the audited financial statements. The historical results are not necessarily indicative of results to be expected for any future period. See Item 5. Operating and Financial Review and Prospects.

    -4-

  • FINACT:[55672K.TX]00005.HTM 0:17:35 AM Page 1 of 2

    FINACT:[55672K.TX]00005.HTM EDGAR only HTE: 14-NOV-2000 03:47 BLK: 00-000-0000 00:00 Internet Initiative Prospectus R.R. Donnelley 08288 V3.1

    As of and for the year ended March 31,

    1996 1997 1998 1999 2000 2000

    (millions of yen, except per share and ADS data) (thousands of dollars)

    Statement of Operations Data: Connectivity services and value-added services

    revenues: Dedicated access service revenues ¥ 1,881 ¥ 4,291 ¥ 6,756 ¥ 7,798 ¥ 9,999 $97,328 Dial-up access service revenues 1,632 3,478 4,474 4,101 4,496 43,767 Value-added service revenues 79 202 368 496 884 8,610 Other(1) - 44 132 110 408 3,970

    Total connectivity and value-added services 3,592 8,015 11,730 12,505 15,787 153,675 Systems integration revenues, including related

    equipment sales(1) - 455 527 1,179 7,640 74,373 Other equipment sales revenues(1) 466 63 66 1,085 1,875 18,247

    Total revenues 4,058 8,533 12,323 14,769 25,302 246,295

    Cost of connectivity services and value-added services revenues(1) 2,368 5,159 9,015 11,178 15,091 146,900

    Cost of systems integration revenues, including related equipment sales(1) - 306 329 950 6,272 61,056

    Cost of other equipment sales revenues(1) - 62 60 1,074 1,807 17,589

    Total cost of revenues 2,368 5,527 9,404 13,202 23,170 225,545 Sales and marketing 511 1,211 1,508 1,570 2,604 25,343 General and administrative 400 892 939 1,065 1,234 12,014 Research and development 97 103 152 243 364 3,539

    Total cost and expenses 3,376 7,733 12,003 16,080 27,372 266,441

    Operating income (loss): 682 800 320 (1,311) (2,070) (20,146)

    Other income (expenses): Interest income 5 5 7 4 362 3,529 Interest expense (48) (120) (216) (219) (277) (2,699) Other – net 11 (30) (35) (15) (830) (8,083)

    Other expenses – net (32) (145) (244) (199) (745) (7,253)

    Income (loss) before income taxes 650 655 (76) (1,510) (2,815) (27,399) Income taxes 365 377 289 16 (1,280) (12,461) Minority interest in consolidated subsidiaries 24 (31) (42) 123 (70) (686) Equity in net income (loss) of affiliated

    companies 10 (44) (105) (26) (3,180) (30,950)

    Net income (loss) ¥ 319 ¥ 203 ¥ (360) ¥ (1,429) ¥ (4,785) $(46,574)

    Basic

Welcome message from author
This document is posted to help you gain knowledge. Please leave a comment to let me know what you think about it! Share it to your friends and learn new things together.