As filed with the Securities and Exchange Commission on July 22, 2014

Registration No. 333-184375

 

UNITED STATES

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

 

 

AutoNavi Holdings Limited

(Exact name of registrant as specified in its charter)

 

 

Cayman Islands		Not Applicable
(state or other jurisdiction of		(I.R.S. Employer
Incorporation or Organization)		Identification No.)

 

16/F, Section A, Focus Square

No 6. Futong East Avenue, Wangjing

Chaoyang District, Beijing 100102

The People’s Republic of China

+86 10 8410-7000

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

Share Incentive Plan

(Full Title of the Plan)

 

 

Law Debenture Corporate Services Inc.

400 Madison Avenue, 4th Floor

New York, New York 10017

(212) 750-6474

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

 

Copies to:

 

 

DEREGISTRATION OF SECURITIES

 

AutoNavi Holdings Limited (“AutoNavi” or the “Registrant”) is filing this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 to deregister all unsold securities originally registered by the Registrant pursuant to its Registration Statement on Form S-8 filed with the Securities and Exchange Commission (the “Commission”) on October 11, 2012, File No. 333-184375 (the “Registration Statement”), with respect to ordinary shares of the Registrant, par value $0.0001 per share (the “Ordinary Shares”), thereby registered for offer or sale pursuant to the Registrant’s Share Incentive Plan (as amended the “Share Incentive Plan”). A total of 10,000,000 Ordinary Shares were registered for issuance under the Share Incentive Plan.

 

Alibaba Investment Limited, Ali ET Investment Holding Limited (“Merger Sub”) and the Registrant entered into an Agreement and Plan of Merger (the “Merger Agreement”) on April 11, 2014. On July 17, 2014, AutoNavi and Merger Sub filed a plan of merger with the Cayman Islands Companies Registrar which was registered by the Registrar as of July 17, 2014 (the “Effective Time”), pursuant to which Merger Sub was merged with and into AutoNavi, with AutoNavi continuing as the surviving corporation (the “Merger”).

 

In connection with the Merger, the Registrant has terminated all offerings of its securities pursuant to the Registration Statement. The Registrant hereby removes from registration, by means of this Post-Effective Amendment, all of its securities registered under the Registration Statement that remained unsold or unissued as of the Effective Time.