UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 20-F/A
(Amendment No. 1)
(Mark One)
o | REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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OR | |
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x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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OR | |
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o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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OR | |
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o | 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
LUXOFT HOLDING, INC |
(Exact name of Registrant as specified in its charter) |
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British Virgin Islands |
(Jurisdiction of incorporation or organization) |
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Luxoft Holding, Inc Akara Building 24 De Castro Street Wickhams Cay 1, Road Town Tortola, British Virgin Islands |
(Address of principal executive offices) |
Securities registered or to be registered pursuant to Section 12(b) of the Act:
Title of each class |
| Name of each exchange on which registered |
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Class A Ordinary Shares with no par value |
| New York Stock Exchange |
Securities registered or to be registered pursuant to Section 12(g) of the Act:
None |
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:
None |
Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of March 31, 2014:
32,758,535 Class A and Class B ordinary shares with no par value |
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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act:
o Yes x No
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 (“Exchange Act”):
o Yes x No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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:
x Yes o No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files):
x Yes o 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 o |
| Accelerated filer o |
| 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 |
| Other o |
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.
o Item 17 o 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):
o Yes x No
EXPLANATORY NOTE
This Amendment No. 1 (the “Amendment”) to the Annual Report on Form 20-F for the fiscal year ended March 31, 2014 originally filed with the Securities and Exchange Commission on July 14, 2014 (“2014 Form 20-F”), is being filed solely for the purposes of furnishing Interactive Data File disclosure as Exhibit 101 in accordance with Rule 405 of Regulation S-T. This Exhibit 101 was not previously filed.
Other than as expressly set forth above, this Amendment does not, and does not purport to, amend, update or restate the information in any other item of the 2014 Form 20-F, or reflect any events that have occurred after the 2014 Form 20-F was originally filed.
PART III
ITEM 19. EXHIBITS.
We have filed the following documents as exhibits to this annual report:
Exhibit |
| Description |
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101.INS |
| XBRL Instance Document** |
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101.SCH |
| XBRL Taxonomy Extension Schema Document** |
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101.PRE |
| XBRL Taxonomy Presentation Linkbase Document** |
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101.CAL |
| XBRL Taxonomy Calculation Linkbase Document** |
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101.LAB |
| XBRL Taxonomy Extension Label Linkbase Document** |
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101.DEF |
| XBRL Taxonomy Extension Definition Document** |
** Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Exchange Act and otherwise are not subject to liability under such sections.
SIGNATURES
The Registrant certifies that it meets all of the requirements for filing on Form 20-F/A and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.
Date: August 5, 2014 |
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| LUXOFT HOLDING, INC | |
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| By: | /s/ Dmitry Loshchinin |
| Name: | Dmitry Loshchinin |
| Title: | Chief Executive Officer and President |
INDEX TO EXHIBITS
Exhibit |
| Description |
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101.INS |
| XBRL Instance Document** |
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101.SCH |
| XBRL Taxonomy Extension Schema Document** |
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101.PRE |
| XBRL Taxonomy Presentation Linkbase Document** |
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101.CAL |
| XBRL Taxonomy Calculation Linkbase Document** |
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101.LAB |
| XBRL Taxonomy Label Linkbase Document** |
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101.DEF |
| XBRL Taxonomy Extension Definition Document** |
** Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Exchange Act and otherwise are not subject to liability under such sections.