SECURITIES AND EXCHANGE COMMISSION
	Washington, DC 20549
	SCHEDULE 13D/A (Rule 13d-101)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 240.13d-2(a)

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

 

(Name of Issuer)

 

 

(Title of Class of Securities)

 

(CUSIP Number)

 

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

with a copy to:

 

Michael Gisser

Julie Gao

Skadden, Arps, Slate, Meagher & Flom

42/F, Edinburgh Tower, The Landmark

15 Queen’s Road Central

Hong Kong

+852 3740 4700

 

(Date of Event Which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d -1(e), 240.13d -1(f) or 240.13d -1(g), check the following box. o

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d -7 for other parties to whom copies are to be sent.

 

(Continued on following pages)

 

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes).

 

 

 

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This amendment No. 1 to Schedule 13D (this “Amendment No. 1”) is filed by SINA Corporation (“SINA”).

 

This Amendment No. 1 amends and supplements the statement on Schedule 13D filed by SINA with the  Securities and Exchange Commission on April 1, 2011 (the “Schedule 13D”), with respect to the ordinary shares, par value $0.0001 per share (“Ordinary Shares”) of Mecox Lane Limited, a Cayman Islands company (the “Issuer”).

 

Item 4.  Purpose of Transaction

 

Item 4 of the Schedule 13D is hereby amended and supplemented as follows:

 

Share Purchase Agreement

 

On January 29, 2014, Maxpro Holdings Limited, Ever Keen Holdings Limited, First Flite Holdings Co. Ltd., Brilliant King Group Limited, SINA (collectively, the “Sellers”) and Cnshangquan E-Commerce Co., Ltd. (the “Buyer”) entered into a share purchase agreement (the “Share Purchase Agreement”). On the terms and subject to the conditions set forth in the Share Purchase Agreement, SINA will sell and the Buyer will purchase 76,986,529 Ordinary Shares of the Issuer, representing approximately 16% of the total issued and outstanding Ordinary Shares of the Issuer for a purchase price of US$0.134286 per Ordinary Share of the Issuer. Pursuant to the Share Purchase Agreement, each Seller will cause (i) its  designee to resign from the board of directors of the Issuer (each a “Seller Director”), effective no later than the date of the closing of the transactions contemplated by the Share Purchase Agreement, and (ii) the board of directors of the Issuer to approve the appointment of the persons specified by the Buyer to replace each such resigning Seller Director. The Share Purchase Agreement contains customary representations, warranties and closing conditions. The description of the Share Purchase Agreement contained herein is qualified in its entirety by reference to Exhibit A, which is incorporated herein by reference in its entirety.

 

Item 5.  Interest in Securities of the Issuer

 

( a) –(b)	The responses of SINA to Rows (7) through (13) of the cover page of this Schedule 13D/A are hereby incorporated by reference in this Item 5. As of the date of this statement, SINA is deemed to beneficially own and has the sole power to vote and dispose of 76,986,529 Ordinary Shares.
(c)	Except for the transactions described in Item 4, SINA has not effected any transactions in the Ordinary Shares during the past 60 days.
(d) – (e)	Not applicable.

 

Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

Item 6 of the Schedule 13D is hereby amended and supplemented. The information set forth in Item 4 of this Amendment No. 1 is hereby incorporated by reference in this Item 6.

 

Item 7.  Material to be Filed as Exhibits

 

Exhibit No.		Description
A		Share Purchase Agreement, dated as of January 29, 2014, by and among Maxpro Holdings Limited, Ever Keen Holdings Limited, First Flite Holdings Co. Ltd., SINA Corporation , Brilliant King Group Limited and Cnshangquan E-Commerce Co., Ltd.

 

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SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: January 30, 2014

 

	By:	/s/ Herman Yu
	Name:	Herman Yu
	Title:	Chief Financial Officer

 

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