UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2018
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Commission File Number: 001-33765
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AIRMEDIA GROUP INC.
17/F, Sky Plaza
No. 46 Dongzhimenwai Street
Dongcheng District, Beijing 100027
The People’s Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
| Form 20-F þ | Form 40-F o |
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): o
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): o
SIGNATURE
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.
| AIRMEDIA GROUP INC. | ||||
| By: | /s/ Herman Man Guo | |||
| Name: | Herman Man Guo | |||
| Title: | Chairman and Chief Executive Officer | |||
Date: October 31, 2018
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Unaudited Condensed Consolidated Balance Sheet of AirMedia Group Inc. as of June 30, 2018 and Unaudited Condensed Consolidated Statement of Operations of AirMedia Group Inc. for the six months ended June 30, 2018 |
Exhibit 99.1
AIRMEDIA GROUP INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET
(In U.S. dollars in thousands, except share and per share data)
| As of June 30, | ||||
| 2018 | ||||
| (Unaudited) | ||||
| Assets | ||||
| Current assets: | ||||
| Cash and cash equivalents | $ | 4,369 | ||
| Accounts receivable, net | 11,233 | |||
| Notes receivable | 756 | |||
| Prepaid concession fees | 4,765 | |||
| Other current assets, net | 57,594 | |||
| Amount due from related parties | 1,231 | |||
| Total current assets | 79,948 | |||
| Property and equipment, net | 14,768 | |||
| Prepaid equipment costs | 1,177 | |||
| Long-term investments | 100,318 | |||
| Long-term deposits | 5,394 | |||
| Other non-current assets | 1,559 | |||
| TOTAL ASSETS | 203,164 | |||
| Liabilities | ||||
| Current liabilities: | ||||
| Short-term loans | 6,196 | |||
| Accounts payable | 46,189 | |||
| Accrued expenses and other current liabilities | 11,371 | |||
| Deferred revenue | 1,022 | |||
| Income tax payable | 13,446 | |||
| Total current liabilities | 78,224 | |||
| Non-current liabilities: | ||||
| Provision for earn out commitment | 24,709 | |||
| Total liabilities | 102,933 | |||
AIRMEDIA GROUP INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET - CONTINUED
(In U.S. dollars in thousands, except share and per share data)
| As of June 30, | ||||
| 2018 | ||||
| (Unaudited) | ||||
| Equity | ||||
| Ordinary shares ($0.001 par value; 900,000,000 shares authorized; 127,662,057 shares issued as of June 30, 2018, respectively; 125,629,779 shares outstanding as of June 30, 2018) | 128 | |||
| Additional paid-in capital | 286,736 | |||
| Treasury stock (2,032,278 shares as of June 30, 2018) | (2,351 | ) | ||
| Accumulated deficits | (190,859 | ) | ||
| Accumulated other comprehensive income | 32,921 | |||
| Total AirMedia Group Inc.'s shareholders' equity | 126,575 | |||
| Non-controlling interests | (26,344 | ) | ||
| Total equity | 100,231 | |||
| TOTAL LIABILITIES AND EQUITY | $ | 203,164 | ||
AIRMEDIA GROUP INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(In U.S. dollars in thousands, except share and per share data)
| Six months ended June 30, 2018 | ||||
| (Unaudited) | ||||
| Revenues | $ | 14,778 | ||
| Business tax and other sales tax | (119 | ) | ||
| Net revenues | 14,659 | |||
| Less: Cost of revenues | 18,467 | |||
| Gross loss | (3,808 | ) | ||
| Operating expenses: | ||||
| Selling and marketing | 4,408 | |||
| General and administrative | 13,166 | |||
| Total operating expenses | 17,574 | |||
| Loss from operations | (21,382 | ) | ||
| Interest income, net | 358 | |||
| Other income, net | 664 | |||
| Loss from operations before income taxes and share of loss on equity method investments | (20,360 | ) | ||
| Income tax expenses | 17 | |||
| Net loss before (loss) on equity method investments | (20,377 | ) | ||
| Income (loss) on equity method investments | (488 | ) | ||
| Net loss | (20,865 | ) | ||
| Less: Net loss from operations attributable to non-controlling interests | (2,324 | ) | ||
| Net loss from operations attributable to AirMedia Group Inc.'s shareholders | (18,541 | ) | ||
| Net income (loss) | $ | (20,865 | ) | |
| Net income (loss) attributable to AirMedia Group Inc.'s shareholders | $ | (18,541 | ) | |
| Net loss attributable to AirMedia Group Inc.’s shareholders per ordinary share | ||||
| - basic | $ | (0.15 | ) | |
| - diluted | $ | (0.15 | ) | |
| Net loss attributable to AirMedia Group Inc.’s shareholders per ADS | ||||
| - basic | $ | (0.30 | ) | |
| - diluted | $ | (0.30 | ) | |
| Weighted average ordinary shares outstanding used in calculating net loss per ordinary share | ||||
| - basic | 125,629,779 | |||
| - diluted | 125,629,779 | |||