Opera Ltd — Regulatory Filings 2018

Jul 13, 2018

8-A12B 1 tv498527_8a12b.htm 8-A12B

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-A

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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

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Opera Limited (Exact name of registrant as specified in its charter)

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| Cayman
Islands | Not
Applicable |
| --- | --- |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |

Gjerdrums vei 19,

0484 Oslo,

Norway

(Address of principal executive offices, including Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:

| Title of each class to
be so registered | Name of each exchange on which each
class is to be registered |
| --- | --- |
| American depositary shares, each representing
eight ordinary shares, par value US$0.0001 per
share | NASDAQ Global Select Market |
| Class A Ordinary shares, par value US$0.0001 per share | NASDAQ Global Select Market |

• Application to be made for listing, not for trading, but only in connection with the registration of the American Depositary Shares pursuant to requirements of the Securities and Exchange Commission.

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If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. ý

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. ¨

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ¨

Securities Act registration statement or Regulation A offering statement file number to which this form relates: 333-226017 (if applicable)

Securities to be registered pursuant to Section 12(g) of the Act: None.

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INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1. Description of Registrant’s Securities to be Registered.

The description of the securities being registered is set forth under “Description of Share Capital,” “Description of American Depositary Shares” and “Shares Eligible For Future Sale” in the Registrant’s registration statement on Form F-1 (File No. 333-226017), initially filed with the Securities and Exchange Commission on June 29, 2018, as amended, including any form of prospectus contained therein pursuant to Rule 424(b) under the Securities Act of 1933, which description and prospectus are incorporated herein by reference. Copies of such description will be filed with the NASDAQ Global Select Market.

Item 2. Exhibits.

Under the instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed, because no other securities of the Registrant are registered on the NASDAQ Global Select Market and the securities registered hereby are not being registered pursuant to Section 12(g) of the Exchange Act.

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Signature

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

| /s/
Yahui Zhou | |
| --- | --- |
| Name: | Yahui Zhou |
| Title: | Chairman of the Board and Chief Executive Officer |

Date: July 13, 2018

[Signature Page to Form 8-A]

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