0001144204-18-056455.txt : 20181031 0001144204-18-056455.hdr.sgml : 20181031 20181031160120 ACCESSION NUMBER: 0001144204-18-056455 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20181031 FILED AS OF DATE: 20181031 DATE AS OF CHANGE: 20181031 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AIRMEDIA GROUP INC. CENTRAL INDEX KEY: 0001413745 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33765 FILM NUMBER: 181150266 BUSINESS ADDRESS: STREET 1: 17/F, SKY PLAZA, NO.46 DONGZHIMENWAI ST. STREET 2: DONGCHENG DISTRICT CITY: BEIJING STATE: F4 ZIP: 100027 BUSINESS PHONE: (86-10) 8438-6868 MAIL ADDRESS: STREET 1: 17/F, SKY PLAZA, NO.46 DONGZHIMENWAI ST. STREET 2: DONGCHENG DISTRICT CITY: BEIJING STATE: F4 ZIP: 100027 6-K 1 tv505825_6k.htm FORM 6-K

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

EX-99.1 2 tv505825_ex99-1.htm EXHIBIT 99.1

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