FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of March 2005
Commission File Number 000-30678
GLOBAL SOURCES LTD.
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(Translation of Registrant's Name into English)
Canon's Court
22 Victoria Street
Hamilton, HM 12, Bermuda
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(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
Form 20-F X Form 40-F
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Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): _________
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a
Form 6-K if submitted solely to provide an attached annual report to security
holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): _________
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a
Form 6-K if submitted to furnish a report or other document that the registrant
foreign private issuer must furnish and make public under the laws of the
jurisdiction in which the registrant is incorporated, domiciled or legally
organized (the registrant's "home country"), or under the rules of the home
country exchange on which the registrant's securities are traded, as long as the
report or other document is not a press release, is not required to be and has
not been distributed to the registrant's security holders, and, if discussing a
material event, has already been the subject of a Form 6-K submission or other
Commission filing on EDGAR.
Indicate by check mark whether the registrant by furnishing the information
contained in this Form, the registrant is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes No X
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If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82- --------------------
TABLE OF CONTENTS
Signatures
Exhibit 1 Press Release dated March 18, 2005.
Financial Statements and Exhibits.
Exhibit 99.1 Press Release dated March 18, 2005.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
GLOBAL SOURCES LTD.
(Registrant)
By: /s/ Eddie Heng Teng Hua
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Name: Eddie Heng Teng Hua
Title: Director and Chief Financial
Officer
Date: March 18, 2005
Exhibit 99.1
FOR IMMEDIATE RELEASE
Global Sources Investor contact:
Kirsten Chapman & Moriah Shilton
Lippert/Heilshorn & Associates, Inc.
Tel: (415) 433-3777
Fax: (415) 433-5577
e-mail: kirsten@lhai-sf.com
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Global Sources contact in Asia: Global Sources contact in U.S.:
Camellia So James W.W. Strachan
Tel: (852) 2555 5023 Tel: (602) 978 7504
Fax: (852) 2518 8764 Fax: (602) 978 7512
e-mail: cso@globalsources.com e-mail: strachan@globalsources.com
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Global Sources Announces US$40.5 Million Equity Placement
NEW YORK, March 18, 2005 - Global Sources Ltd. (NASDAQ: GSOL) announced today
that it has received definitive commitments from unaffiliated institutional
investors for the purchase of an aggregate of 3,000,000 shares at US$13.50 per
share of registered common shares for aggregate proceeds of US$40.5 million. The
shares were offered through a prospectus supplement pursuant to the Company's
effective shelf registration statement. The share price represents a 19.5
percent discount to the closing price of US$16.78 per share on the Nasdaq
National Market on March 17, 2005. The offering is expected to close on or about
March 23, 2005.
A registration statement relating to these securities has been filed with and
declared effective by the Securities and Exchange Commission. This press release
does not constitute an offer to sell or the solicitation of an offer to buy, and
these securities cannot be sold in any state in which this offer, solicitation,
or sale would be unlawful prior to registration or qualification under the
securities laws of any such state.
WR Hambrecht + Co., LLC served as placement agents for the offering. A
prospectus and prospectus supplement relating to this transaction may be
obtained from WR Hambrecht + Co., LLC at 420 Lexington Avenue, Suite 1825, New
York, NY 10170, or directly from the company.
About Global Sources
Global Sources is a leading business-to-business (B2B) media company that
facilitates global trade, with a particular focus on the China market, by
providing information to international buyers and integrated marketing services
to suppliers.
We deliver content to our communities through our leading network of nine
vertical marketplaces and 13 geographic portals, and through magazines, CD-ROMs
and private catalogs, as well as China Sourcing Fairs and technical events. Our
flagship marketplace, Global Sources Online (www.globalsources.com), hosts more
marketing and sourcing activity than any other global merchandise trade
marketplace.
We serve a growing, independently certified community of more than 423,000
active buyers in over 230 countries and territories. These buyers generate more
than 4 million inquiries annually for more than 130,000 suppliers through Global
Sources Online alone. We offer extensive creative services and export
consultation through 150 client service officers in Greater China and other
leading supply markets, and through more than 800 sales representatives who make
approximately 40,000 supplier visits monthly. In mainland China, we have 23
years on-the-ground presence, supported by more than 1,100 team members in 44
locations throughout the country.
Global Sources' solutions are based on 34 years as a trade magazine publisher
serving the global trade community, 14 years as a trade management software
developer, 13 years as manager of trade shows in Asia, and nine years as an
online marketplace operator.
This news release contains forward-looking statements within the meaning of
Section 27-A of the Securities Act of 1933, as amended and Section 21-E of the
Securities Exchange Act of 1934, as amended. The company's actual results could
differ materially from those set forth in the forward-looking statements as a
result of the risks associated with the company's business, changes in general
economic conditions, and changes in the assumptions used in making such
forward-looking statements.