XNET [Xunlei] DRS/A: (Original Filing)
[FORM F-1 REGISTRATION STATEMENT XUNLEI LIMITED Not Applicable Cayman Islands (State or other jurisdiction of 7370 (Primary Standard Industrial Not Applicable (I.R.S. Employer 4/F, Hans Innovation Mansion, North Ring Road (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies to: Z. Julie Gao, Esq. James C. Lin, Esq. Approximate date of commencement of] [Execution Version SHARE PURCHASE AGREEMENT Among XUNLEI LIMITED SKYLINE GLOBAL COMPANY HOLDINGS LIMITED And CERTAIN OTHER PARTIES HERETO Dated as of January 31, 2012 SHARE PURCHASE AGREEMENT Agreement Company Primavera Investor Parties Party THIS SHARE PURCHASE AGREEMENT (this RECITALS WHEREAS the Company is an exempted company with limited liability established under the laws of the Cayman Islands on February] [Execution Version SHARE PURCHASE AGREEMENT Among XUNLEI LIMITED XIAOMI VENTURES LIMITED Dated as of February 13, 2014 SHARE PURCHASE AGREEMENT Agreement THIS SHARE PURCHASE AGREEMENT (this 1. Company Xunlei Limited, an exempted company incorporated under the laws of the Cayman Islands (the 2. BVI Co. Xunlei Network Technologies Limited, a company organized under the laws of the British] [GIGANOLOGY LIMITED 2010 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE Plan Company The purpose of the Giganology Limited 2010 Share Incentive Plan (the ARTICLE 2 DEFINITIONS AND CONSTRUCTION Wherever the following terms are used in the Plan or an Award Agreement, they shall have the meanings specified below, unless the context clearly indicates otherwise. The singular pronoun shall include the] [XUNLEI LIMITED 2013 SHARE INCENTIVE PLAN ARTICLE 1 PURPOSE Plan Company The purpose of the Xunlei Limited 2013 Share Incentive Plan (the ARTICLE 2 DEFINITIONS AND CONSTRUCTION Wherever the following terms are used in the Plan or an Award Agreement, they shall have the meanings specified below, unless the context clearly indicates otherwise. The singular pronoun shall include the] [Series E Preferred Shares (subject to adjustment) [ ], 2014 XUNLEI LIMITED Initial Holder THIS CERTIFIES THAT, Xiaomi Ventures Limited (the Section 1. Definitions . As used herein, the following terms shall have the following meanings: (a) Affiliate (b) beneficial owner (c) Commission (d) Company (e) Change of Control (f) control controlled by under] [Series E Preferred Shares (subject to adjustment) [], 2014 XUNLEI LIMITED Initial Holder THIS CERTIFIES THAT, Skyline Global Company Holdings Limited (the Definitions Section 1. Affiliate (a) beneficial owner (b) Commission (c) Company (d) Change of Control (e) control controlled by under common control with (f) Current Holder (g) Date of Grant] [Place of Incorporation Subsidiaries Giganology (Shenzhen) Co. Ltd. PRC Xunlei Network Technologies Limited British Virgin Islands Xunlei Network Technologies Limited Hong Kong Xunlei Computer (Shenzhen) Co., Ltd. PRC Variable Interest Entity] [Consent of iResearch Consulting Group February 7, 2014 Xunlei Limited No. 9018 High-Tech Park, Nanshan District Shenzhen, 518057 Peoples Republic of China Ladies and Gentlemen: Registration Statement Company SEC iResearch Consulting Group hereby consents to references to its name in (i) the registration statement on Form F-1 (together with any amendments thereto, the SEC Filings any written correspondences with] [Consent of Analysys International February 7, 2014 Xunlei Limited No. 9018 High-Tech Park, Nanshan District Shenzhen, 518057 Peoples Republic of China Ladies and Gentlemen: Registration Statement Company SEC Analysys International hereby consents to references to its name in (i) the registration statement on Form F-1 (together with any amendments thereto, the SEC Filings any written correspondences with the SEC] [In connection with this waiver request, the Company represents to the Commission that: 1. The Company is not currently a public reporting company in any jurisdiction. 2. 3. Compliance with Item 8.A.4 of Form 20-F at present is impracticable and involves undue hardship for the Company. 4. The Company does not anticipate that its audited financial statements for the year]