As filed with the Securities and Exchange Commission on August 12, 2010
Registration No. 333-127700
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
The9 Limited
(Exact name of registrant as specified in its charter)
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| Cayman Islands
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Not Applicable |
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(I.R.S. Employer |
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Identification Number) |
Building No. 3, 690 Bibo Road
Zhang Jiang Hi-Tech Park
Pudong New Area, Pudong
Shanghai 201203
People’s Republic of China
(Address of Principal Executive Offices)
Amended 2004 Stock Option Plan
(Full title of the plan)
CT Corporation System
111 Eighth Avenue
New York, New York 10011
(Name and address of agent for service)
(212) 894-8940
(Telephone number, including area code, agent for service)
David T. Zhang
Latham & Watkins
41st Floor, One Exchange Square
8 Connaught Place, Central
Hong Kong S.A.R., China
(852) 2522-7886
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated
filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
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Accelerated filer þ
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Non-accelerated filer o
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Smaller reporting company o |
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(Do not check if a smaller reporting company) |
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EXPLANATORY NOTE
The9 Limited (the “Registrant”) hereby amends its registration statement on Form S-8
(Registration No. 333-127700)(the “Registration Statement”) by filing this Post-Effective Amendment
No. 1 to reflect the amendment and restatement of its Amended
2004 Stock Option Plan. The Amended 2004 Stock Option Plan filed herewith as Exhibit 10.1 replaces the Exhibit 10.1
previously filed with the Registration Statement. No additional securities are being registered.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it
has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and
has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on
its behalf by the undersigned, thereunto duly authorized, in Shanghai, China, on August 12, 2010.
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The9 Limited
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By: |
/s/ Jun Zhu
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Name: |
Jun Zhu |
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Title: |
Chairman and Chief Executive Officer |
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Pursuant to the requirements of the Securities Act of 1933, this registration statement has
been signed by the following persons in the capacities and on the dates indicated.
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| Signature |
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Chairman and Chief Executive Officer
(principal executive officer)
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August 12, 2010 |
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/s/ George Lai
George Lai
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Chief Financial Officer
(principal financial and accounting officer)
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August 12, 2010 |
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/s/ Cheung Kin Au-Yeung
Cheung Kin Au-Yeung
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Director
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August 12, 2010 |
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/s/ *
Davin Alexander Mackenzie
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Director
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August 12, 2010 |
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Director
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August 12, 2010 |
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Director
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August 12, 2010 |
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/s/ *
Name: Donald J. Puglisi
Title: Managing Director,
Puglisi & Associates
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Authorized Representative
in the United States
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August 12, 2010 |
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*By
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/s/ Jun Zhu
Jun Zhu
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Attorney-in-Fact |
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