GSOL Global Sources Ltd.

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

___________________

GLOBAL SOURCES LTD.

(Exact name of registrant as specified in its charter)

___________________

Canon’s Court

22 Victoria Street

Hamilton, HM 12, Bermuda

(441) 295-2244

(Address of Principal Executive Offices)

_______________

Global Sources Equity

Compensation (2017) Master Plan

and

Global Sources Ltd.

Directors Purchase Plan (as of 5 November 2005)

(Full title of the plan)

_______________

James J. Clark, Esq.

Stuart G. Downing, Esq.

Cahill Gordon & Reindel LLP

80 Pine Street

New York, New York  10005

(Name and address of agent for service)

(212) 701-3000

(Telephone number, including area code, of agent for service)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

DEREGISTRATION OF SECURITIES

This Post-Effective Amendment relates to the registration statement file no. 333-138474 (the “Registration Statement”) of Global Sources Ltd. (the “Registrant”) on Form S-8 pursuant to which the Registrant registered 3,000,000 common shares of par value $.01 each authorized for issuance under the Global Sources Equity Compensation (2007) Master Plan and 530,000 common shares of par value $.01 each authorized for issuance under the Global Sources Ltd. Directors Purchase Plan, which was filed with the Securities and Exchange Commission on November 7, 2006. This Post-Effective Amendment is being filed to deregister all of the common shares of the Registrant previously registered under the Registration Statement and remaining available thereunder.

On May 23, 2017, the Registrant, Expo Holdings I Ltd (“Parent”), an exempted company with limited liability incorporated under the laws of the Cayman Islands, and Expo Holdings II Ltd. (“Amalgamation Sub”), an exempted company incorporated under the laws of Bermuda as a company limited by shares, entered into an Agreement and Plan of Amalgamation (as amended on May 25, 2017 and as may be further amended from time to time, the “Amalgamation Agreement”). On July 24, 2017, at a special general meeting of the Registrant, the shareholders of the Registrant voted in favor of, among others, the Amalgamation Agreement and the transactions contemplated thereby.

On August 28, 2017 (the “Effective Time”), pursuant to the Amalgamation Agreement, the Registrant and Amalgamation Sub were amalgamated (the “Amalgamation”) with the amalgamated company continuing as a Bermuda exempted company limited by shares and becoming a wholly-owned subsidiary of Parent.

In connection with the Amalgamation, 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, any and all of the securities registered under the Registration Statement which remain unsold as of the Effective Time.  

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