[KADDEN RPS LATE EAGHER LOM S DIRECT DIAL +852 3740 4850 DIRECT FAX +852 3910 4850 EMAIL ADDRESS JULIE.GAO@SKADDEN.COM ARTNERS P OHN DEBIYI ¿ J HRISTOPHER ETTS C DWARD AM ¿ E AUL ITCHARD ¿ G.S. P LIVE OUGH ¿ C ONATHAN TONE J LEC RACY A ¿ LSO DMITTED IN NGLAND ALES LSO DMITTED IN EW ORK * (A]
[Longgang District Shenzhen 518115 Peoples Republic of China Zhengming Pan Chief Financial Officer 500.com Building Shenxianling Sports Center Longgang District Shenzhen 518115 Peoples Republic of China (Name, Telephone, E-mail and/or Facsimile Number and Address of Company Contact Person) Title of Each Class Name of Each Exchange on Which Registered Ordinary shares, par value US$0.00005 per share* * None None Indicate] [Agreement Agreement PRC This Agreement (this 500.COM LIMITED 500.COM E-Sun Sky Computer (Shenzhen) Co., Ltd. E-Sun Sky Computer Fu Jiepin Parties The above parties shall be collectively referred to as the Whereas: A. Shenzhen E-Sun Network Co., Ltd. E-Sun Network Fu Jiepin is a shareholder of B. E-Sun Sky Computer is a subsidiary wholly owned by 500.COM in] [Agreement Agreement PRC This Agreement (this 500.COM LIMITED 500.COM E-Sun Sky Computer (Shenzhen) Co., Ltd. E-Sun Sky Computer Li He Parties The above parties shall be collectively referred to as the Whereas: A. Shenzhen E-Sun Network Co., Ltd. E-Sun Network Li He is a shareholder of B. E-Sun Sky Computer is a subsidiary wholly owned by 500.COM in] [Agreement Agreement PRC This Agreement (this 500.COM LIMITED 500.COM E-Sun Sky Computer (Shenzhen) Co., Ltd. E-Sun Sky Computer Li Xue Parties The above parties shall be collectively referred to as the Whereas: A. Shenzhen E-Sun Network Co., Ltd. E-Sun Network Li Xue is a shareholder of B. E-Sun Sky Computer is a subsidiary wholly owned by 500.COM in] [Agreement Agreement PRC This Agreement (this 500.COM LIMITED 500.COM E-Sun Sky Computer (Shenzhen) Co., Ltd. E-Sun Sky Computer Yuan Ping Parties The above parties shall be collectively referred to as the Whereas: A. Shenzhen E-Sun Network Co., Ltd. E-Sun Network Yuan Ping is a shareholder of B. E-Sun Sky Computer is a subsidiary wholly owned by 500.COM in] [Agreement Agreement PRC This Agreement (this 500.COM LIMITED 500.COM E-Sun Sky Computer (Shenzhen) Co., Ltd. E-Sun Sky Computer Zou Bo Parties The above parties shall be collectively referred to as the Whereas: A. Shenzhen E-Sun Network Co., Ltd. E-Sun Network Zou Bo is a shareholder of B. E-Sun Sky Computer is a subsidiary wholly owned by 500.COM in] [Agreement Agreement PRC This Agreement (this 500.COM LIMITED 500.COM E-Sun Sky Computer (Shenzhen) Co., Ltd. E-Sun Sky Computer Zou Ying Parties The above parties shall be collectively referred to as the Whereas: A. Shenzhen E-Sun Network Co., Ltd. E-Sun Network Zou Ying is a shareholder of B. E-Sun Sky Computer is a subsidiary wholly owned by 500.COM in] [Agreement Agreement PRC This Agreement (this 500.COM LIMITED 500.COM E-Sun Sky Computer (Shenzhen) Co., Ltd. E-Sun Sky Computer Wang Ying Parties The above parties shall be collectively referred to as the Whereas: A. Shenzhen Guangtiandi Technology Co., Ltd. Guangtiandi Wang Ying is a shareholder of B. E-Sun Sky Computer is a subsidiary wholly owned by 500.COM in Shenzhen,] [Agreement Agreement PRC This Agreement (this 500.COM LIMITED 500.COM E-Sun Sky Computer (Shenzhen) Co., Ltd. E-Sun Sky Computer Yuan Liangdong Parties The above parties shall be collectively referred to as the Whereas: A. Shenzhen Guangtiandi Technology Co., Ltd. Guangtiandi Yuan Liangdong is a shareholder of B. E-Sun Sky Computer is a subsidiary wholly owned by 500.COM in Shenzhen,] [Agreement Agreement PRC This Agreement (this 500.COM LIMITED 500.COM E-Sun Sky Computer (Shenzhen) Co., Ltd. E-Sun Sky Computer Li Jin Parties The above parties shall be collectively referred to as the Whereas: A. Shenzhen Youlanguang Technology Co., Ltd. Youlanguang Li Jin is a shareholder of B. E-Sun Sky Computer is a subsidiary wholly owned by 500.COM in Shenzhen,] [Agreement Agreement PRC This Agreement (this 500.COM LIMITED 500.COM E-Sun Sky Computer (Shenzhen) Co., Ltd. E-Sun Sky Computer Zhang Jing Parties The above parties shall be collectively referred to as the Whereas: A. Shenzhen Youlanguang Technology Co., Ltd. Youlanguang Zhang Jing is a shareholder of B. E-Sun Sky Computer is a subsidiary wholly owned by 500.COM in Shenzhen,] [Shareholders Voting Power Assignment Agreement Agreement PRC This Shareholders Voting Power Assignment Agreement (this Party A: 500.COM LIMITED Registered Address: Floor 4, Willow House, Cricket Square, P O Box 2804, Grand Cayman KY1-1112, Cayman Islands Party B: Fu Jiepin Identification No.: 44010519670129001X Party C: E-Sun Sky Computer (Shenzhen) Co., Ltd. Registered Address: (Room 3-A, Complex Building (including affiliated equipment] [Shareholders Voting Power Assignment Agreement Agreement PRC This Shareholders Voting Power Assignment Agreement (this Party A: 500.COM LIMITED Registered Address: Floor 4, Willow House, Cricket Square, P O Box 2804, Grand Cayman KY1-1112, Cayman Islands Party B: Li Xue Identification No.: 532228196412241944 Party C: E-Sun Sky Computer (Shenzhen) Co., Ltd. Registered Address: (Room 3-A, Complex Building (including affiliated equipment] [Shareholders Voting Power Assignment Agreement Agreement PRC This Shareholders Voting Power Assignment Agreement (this Party A: 500.COM LIMITED Registered Address: Floor 4, Willow House, Cricket Square, P O Box 2804, Grand Cayman KY1-1112, Cayman Islands Party B: Li He Identification No.: 532721195805190015 Party C: E-Sun Sky Computer (Shenzhen) Co., Ltd. Registered Address: (Room 3-A, Complex Building (including affiliated equipment] [Shareholders Voting Power Assignment Agreement Agreement PRC This Shareholders Voting Power Assignment Agreement (this Party A: 500.COM LIMITED Registered Address: Floor 4, Willow House, Cricket Square, P O Box 2804, Grand Cayman KY1-1112, Cayman Islands Party B: Yuan Ping Identification No.: 420106196803074927 Party C: E-Sun Sky Computer (Shenzhen) Co., Ltd. Registered Address: (Room 3-A, Complex Building (including affiliated equipment] [Shareholders Voting Power Assignment Agreement Agreement PRC This Shareholders Voting Power Assignment Agreement (this Party A: 500.COM LIMITED Registered Address: Floor 4, Willow House, Cricket Square, P O Box 2804, Grand Cayman KY1-1112, Cayman Islands Party B: Zou Bo Identification No.: 440306197007160030 Party C: E-Sun Sky Computer (Shenzhen) Co., Ltd. Registered Address: (Room 3-A, Complex Building (including affiliated equipment] [Shareholders Voting Power Assignment Agreement Agreement PRC This Shareholders Voting Power Assignment Agreement (this Party A: 500.COM LIMITED Registered Address: Floor 4, Willow House, Cricket Square, P O Box 2804, Grand Cayman KY1-1112, Cayman Islands Party B: Zou Ying Identification No.: 421003197812020016 Party C: E-Sun Sky Computer (Shenzhen) Co., Ltd. Registered Address: (Room 3-A, Complex Building (including affiliated equipment] [Shareholders Voting Power Assignment Agreement Agreement PRC This Shareholders Voting Power Assignment Agreement (this Party A: 500.COM LIMITED Registered Address: Floor 4, Willow House, Cricket Square, P O Box 2804, Grand Cayman KY1-1112, Cayman Islands Party B: Wang Ying Identification No.: 422801198308030625 Party C: E-Sun Sky Computer (Shenzhen) Co., Ltd. Registered Address: (Room 3-A, Complex Building (including affiliated equipment] [Shareholders Voting Power Assignment Agreement Agreement PRC This Shareholders Voting Power Assignment Agreement (this Party A: 500.COM LIMITED Registered Address: Floor 4, Willow House, Cricket Square, P O Box 2804, Grand Cayman KY1-1112, Cayman Islands Party B: Yuan Liangdong Identification No.: 422801198302140612 Party C: E-Sun Sky Computer (Shenzhen) Co., Ltd. Registered Address: (Room 3-A, Complex Building (including affiliated equipment] [Shareholders Voting Power Assignment Agreement Agreement PRC This Shareholders Voting Power Assignment Agreement (this Party A: 500.COM LIMITED Registered Address: Floor 4, Willow House, Cricket Square, P O Box 2804, Grand Cayman KY1-1112, Cayman Islands Party B: Li Jin Identification No.: 422801197310150699 Party C: E-Sun Sky Computer (Shenzhen) Co., Ltd. Registered Address: (Room 3-A, Complex Building (including affiliated equipment] [Shareholders Voting Power Assignment Agreement Agreement PRC This Shareholders Voting Power Assignment Agreement (this Party A: 500.COM LIMITED Registered Address: Floor 4, Willow House, Cricket Square, P O Box 2804, Grand Cayman KY1-1112, Cayman Islands Party B: Zhang Jing Identification No.: 422802198106210042 Party C: E-Sun Sky Computer (Shenzhen) Co., Ltd. Registered Address: (Room 3-A, Complex Building (including affiliated equipment] [List of Subsidiaries and Consolidated Affiliated Entities of 500.com Limited Subsidiaries: Fine Brand Limited, a British Virgin Islands company 500wan HK Limited, a Hong Kong company E-Sun Sky Computer (Shenzhen) Co., Ltd., a PRC company Consolidated Affiliated Entities: Shenzhen E-Sun Network Co., Ltd., a PRC company Shenzhen E-Sun Sky Network Technology Co., Ltd., a PRC company Shenzhen Youlanguang Technology Co.,] [Certification by the Chief Executive Officer I, Man San Law, Chief Executive Officer of 500.com Limited (the Company), certify that: 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements] [Certification by the Chief Financial Officer I, Zhengming Pan, Chief Financial Officer of 500.com Limited (the Company), certify that: 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were] [Certification by the Chief Executive Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Man San Law Chairman and Chief Executive Officer EX-13.1 25 d674343dex131.htm EX-13.1] [Certification by the Chief Financial Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Zhengming Pan Chief Financial Officer EX-13.2 26 d674343dex132.htm EX-13.2] [Consent of Independent Registered Public Accounting Firm Shenzhen, the Peoples Republic of China March 26, 2014 EX-15.1 27 d674343dex151.htm EX-15.1] [AN UN AW FFICES H Suite 906, Office Tower C1, Oriental Plaza, 1 East Chang An Avenue, Beijing 100738, P. R. China EL AX T March 26, 2014 500.COM LIMITED 500.com Building Shenxianling Sports Center Longgang District Shenzhen, 518115 Peoples Republic of China Ladies and Gentlemen, Yours faithfully, Han Kun Law Offices CONFIDENTIALITY. EX-15.2 28 d674343dex152.htm EX-15.2]
[KADDEN RPS LATE EAGHER LOM S DIRECT DIAL +852 3740 4850 DIRECT FAX +852 3910 4850 EMAIL ADDRESS JULIE.GAO@SKADDEN.COM ARTNERS P OHN DEBIYI ¿ J HRISTOPHER ETTS C DWARD AM ¿ E AUL ITCHARD ¿ G.S. P LIVE OUGH ¿ C ONATHAN TONE J LEC RACY A ¿ LSO DMITTED IN NGLAND ALES LSO DMITTED IN EW ORK * (A]
[NOAH HOLDINGS LIMITED Theresa Teng Chief Financial Officer EXPLANATORY NOTE Noah Filed its Annual Report on Form 20-F ABOUT NOAH HOLDINGS LIMITED Noah Holdings Limited is a leading wealth management service provider focusing on distributing wealth management products to the high net worth population in China. Noah distributes wealth management products, including primarily fixed income products, private equity funds, private]
[THE9 LIMITED Jun Zhu Chairman and Chief Executive Officer The9 Limited Reports Third and Fourth Quarter 2013 Unaudited Financial Results Shanghai, China March 25, 2014. Financial Highlights: Net revenues in the third quarter of 2013 amounted to RMB33.9 million (US$5.6 million), representing a 29.5% increase from RMB26.2 million (US$4.3 million) in the second quarter of 2013. Net revenues in]
[o o Large accelerated filer o Accelerated filer o Non-accelerated filer (Do not check if a smaller reporting company) x Smaller reporting company o x The aggregate market value of the voting and non-voting common equity held by non-affiliates as of June 30, 2013 was approximately $62,192,113. As of March 21, 2014, there were 47,875,133 shares of common stock, par] [US$150,000,000 11.75% Senior Notes due 2019 FAVOR SEA LIMITED PURCHASE AGREEMENT January 24, 2014 Morgan Stanley & Co. International plc (“Morgan Stanley”) 25 Cabot Square Canary Wharf London E14 4QA UBS AG, Hong Kong Branch (“UBS”) 52/F Two International Finance Centre 8 Finance Street, Central Hong Kong The Hongkong and Shanghai Banking Corporation Limited (“HSBC”) Level 17, HSBC Main Building] [EXECUTION VERSION FAVOR SEA LIMITED as Issuer CHINA XD PLASTICS COMPANY LTD. as Parent Guarantor and THE OTHER GUARANTORS NAMED HEREIN and CITICORP INTERNATIONAL LIMITED as Trustee and as Collateral Agent Indenture Dated as of February 4, 2014 US$150,000,000 11.75% Guaranteed Senior Notes Due 2019 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.01 Definitions] [CHINA XD PLASTICS COMPANY LIMITED List of Subsidiaries Name Jurisdiction of Incorporation Favor Sea Limited British Virgin Islands Xinda Holding (HK) Company Limited Hong Kong Xinda Holding (HK) US Sub Inc Xinda (HK) International Trading Company Limited Hong Kong Heilongjiang Xinda Enterprise Group Company Limited People’s Republic of China Harbin Xinda Macromolecule Material Company Limited People’s Republic of China Heilongjiang] [Consent of Independent Registered Public Accounting Firm The Board of Directors China XD Plastics Company Limited: We consent to the incorporation by reference in the registration statements on Form S-3/A (No. 333-167423 and No. 333-164027) of China XD Plastics Company Limited of our report dated March 26, 2014, with respect to the consolidated balance sheets of China XD Plastics Company] [CERTIFICATION (1) I have reviewed this Annual Report on Form 10-K of China XD Plastics Company Limited, for the year ended December 31, 2013. (2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under] [CERTIFICATION (1) I have reviewed this Annual Report on Form 10-K of China XD Plastics Company Limited, for the year ended December 31, 2013. (2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under] [CERTIFICATION AS ADOPTED SARBANES - OXLEY ACT OF 2002 (1) (2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Jie Han Chief Executive Officer March 26, 2014 Taylor Zhang Chief Financial Officer (Principal Financial and Accounting Officer) March 26, 2014]
[Melco Crown Entertainment Limited (Incorporated in the Cayman Islands with Limited Liability) (SEHK Stock Code: 6883) POLL RESULTS OF THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS HELD ON MARCH 26, 2014 The Board is pleased to announce that the resolution as set out in the notice of the EGM dated February 28, 2014 was duly passed by the Shareholders by way] [Form 6K TABLE OF CONTENTS MELCO CROWN ENTERTAINMENT LIMITED]
[THE9 LIMITED Jun Zhu Chairman and Chief Executive Officer The9 Limited Reports Third and Fourth Quarter 2013 Unaudited Financial Results Shanghai, China March 25, 2014. Financial Highlights: Net revenues in the third quarter of 2013 amounted to RMB33.9 million (US$5.6 million), representing a 29.5% increase from RMB26.2 million (US$4.3 million) in the second quarter of 2013. Net revenues in]
[o o Large accelerated filer o Accelerated filer o Non-accelerated filer (Do not check if a smaller reporting company) x Smaller reporting company o x The aggregate market value of the voting and non-voting common equity held by non-affiliates as of June 30, 2013 was approximately $62,192,113. As of March 21, 2014, there were 47,875,133 shares of common stock, par] [US$150,000,000 11.75% Senior Notes due 2019 FAVOR SEA LIMITED PURCHASE AGREEMENT January 24, 2014 Morgan Stanley & Co. International plc (“Morgan Stanley”) 25 Cabot Square Canary Wharf London E14 4QA UBS AG, Hong Kong Branch (“UBS”) 52/F Two International Finance Centre 8 Finance Street, Central Hong Kong The Hongkong and Shanghai Banking Corporation Limited (“HSBC”) Level 17, HSBC Main Building] [EXECUTION VERSION FAVOR SEA LIMITED as Issuer CHINA XD PLASTICS COMPANY LTD. as Parent Guarantor and THE OTHER GUARANTORS NAMED HEREIN and CITICORP INTERNATIONAL LIMITED as Trustee and as Collateral Agent Indenture Dated as of February 4, 2014 US$150,000,000 11.75% Guaranteed Senior Notes Due 2019 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.01 Definitions] [CHINA XD PLASTICS COMPANY LIMITED List of Subsidiaries Name Jurisdiction of Incorporation Favor Sea Limited British Virgin Islands Xinda Holding (HK) Company Limited Hong Kong Xinda Holding (HK) US Sub Inc Xinda (HK) International Trading Company Limited Hong Kong Heilongjiang Xinda Enterprise Group Company Limited People’s Republic of China Harbin Xinda Macromolecule Material Company Limited People’s Republic of China Heilongjiang] [Consent of Independent Registered Public Accounting Firm The Board of Directors China XD Plastics Company Limited: We consent to the incorporation by reference in the registration statements on Form S-3/A (No. 333-167423 and No. 333-164027) of China XD Plastics Company Limited of our report dated March 26, 2014, with respect to the consolidated balance sheets of China XD Plastics Company] [CERTIFICATION (1) I have reviewed this Annual Report on Form 10-K of China XD Plastics Company Limited, for the year ended December 31, 2013. (2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under] [CERTIFICATION (1) I have reviewed this Annual Report on Form 10-K of China XD Plastics Company Limited, for the year ended December 31, 2013. (2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under] [CERTIFICATION AS ADOPTED SARBANES - OXLEY ACT OF 2002 (1) (2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Jie Han Chief Executive Officer March 26, 2014 Taylor Zhang Chief Financial Officer (Principal Financial and Accounting Officer) March 26, 2014]
[Melco Crown Entertainment Limited (Incorporated in the Cayman Islands with Limited Liability) (SEHK Stock Code: 6883) POLL RESULTS OF THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS HELD ON MARCH 26, 2014 The Board is pleased to announce that the resolution as set out in the notice of the EGM dated February 28, 2014 was duly passed by the Shareholders by way] [Form 6K TABLE OF CONTENTS MELCO CROWN ENTERTAINMENT LIMITED]
