20-F/A 1 f20fa_050913.htm FORM 20-F/A f20fa_050913.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 20-F/A
Amendment No. 1
 
(Mark One)
 
[   ]
REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
 
OR
 
[X]
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the fiscal year ended December 31, 2012
 
OR
 
[   ]
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
OR
 
[   ]
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
Date of event requiring this shell company report _____________
 
For the transition period from __________ to ____________
 
 
   Commission file number: 000-50596  
 
     
  LINKTONE LTD.  
     
  (Exact name of Registrant as specified in its charter)  
     
   N/A  
  (Translation of Registrant’s name into English)  
     
     Cayman Islands    
  (Jurisdiction of incorporation or organization)  
 
39 MacTaggart Road
Singapore 368084
(Address of principal executive offices)
                                                                                                                                                                                                                                      
Peck Joo Tan
39 MacTaggart Road, Singapore 368084
Phone: 65-6848 1212; Fax: 65-6848 1133
Email: pjtan@ltongroup.com
(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)
 
Securities registered or to be registered pursuant to Section 12(b) of the Act.
 
Name of each exchange and title of each class on which registered:
American Depositary Shares, each representing 10 ordinary shares, par value US$0.0001 per share,
NASDAQ Global Market

 
 

 
                                                    
Securities registered or to be registered pursuant to Section 12(g) of the Act.
 
  NONE  
(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: 408,018,820 ordinary shares, par value US$0.0001 per share.
 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.   Yes [   ]  No [X]
 
If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or (15)(d) of the Securities Exchange Act of 1934. Yes [   ]  No [X]
 
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 [  ]
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [   ]  No [   ]
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
 
Large Accelerated Filer   [   ]
Accelerated Filer   [   ]    
 Non-Accelerated Filer [X]
                                                                                               
Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:
 
U.S. GAAP   [X]
International Financial Reporting Standards as issued by the International Accounting Standards Board    [   ]
Other   [   ]
 
If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.
 
Item 17 [   ]                                Item 18 [  ]
 
If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [   ] No [X]
 
 

 
TABLE OF CONTENTS
 
   Page
   
 EXPLANATORY NOTE  1
       
 ITEM 19 EXHIBITS  2
       
 SIGNATURE  3
       
 EX-101 INSTANCE DOCUMENT    
 EX-101 SCHEMA DOCUMENT    
 EX-101 CALCULATION LINKBASE DOCUMENT    
 EX-101 DEFINITION LINKBASE DOCUMENT    
 EX-101 LABELS LINKBASE DOCUMENT    
 EX-101 PRESENTATION LINKBASE DOCUMENT    
 
 
 
 
 

 
 
 
We are filing this Amendment No. 1 to our annual report on Form 20-F for the fiscal year ended December 31, 2012, which was originally filed with the Securities and Exchange Commission on April 26, 2013, for the sole purpose of furnishing the Interactive Data as Exhibit 101.
 
No other changes have been made to our annual report on Form 20-F. This Amendment No. 1 does not reflect events that have occurred after the filing date of April 26, 2013 of our annual report on Form 20-F, or modify or update the disclosures presented therein, except to reflect the amendment described above.
 
 
 
 
Item 19
EXHIBITS
 
 
Number   Description
101.INS †
 
XBRL Instance Document.
     
101.SCH †
 
XBRL Taxonomy Extension Schema Document.
     
101.CAL †
 
XBRL Taxonomy Extension Calculation Linkbase Document.
     
101.DEF †
 
XBRL Taxonomy Extension Definition Linkbase Document.
     
101.LAB †
 
XBRL Taxonomy Extension Labels Linkbase Document.
     
101.PRE †
 
XBRL Taxonomy Extension Presentation Linkbase Document.
 
 
This Interactive Data File is deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of section 18 of the Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
 
 
 
2

 
 
The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.
 
    LINKTONE LTD.
     
    By: /s/ Hary Tanoesoedibjo
      Hary Tanoesoedibjo
      Chief Executive Officer
     
    Date: May 22, 2013
 
 
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