SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the Month of November 2014
Commission File Number 001-33692
China Digital
TV Holding Co., Ltd.
(Translation of registrant’s name into English)
Jingmeng High-Tech Building B, 4th
Floor
No. 5 Shangdi East Road
Haidian District, Beijing 100085
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 x Form 40-F ¨
(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):____)
(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): ___)
(Indicate by check mark whether by furnishing
the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to
Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes ¨ No x
(If "Yes" is marked, indicate
below the file number assigned to the registrant in connection with Rule 12g3-2(b):82- .)
EXHIBITS
Exhibit Number |
Page |
99.1 |
Press release, dated November 27, 2014 |
4 |
SIGNATURES
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.
|
CHINA DIGITAL TV HOLDING CO., LTD. |
|
|
|
|
Date: November 27, 2014 |
By: /s/ Zengxiang LU |
|
Name: Zengxiang LU |
|
Title: Chief Executive Officer |
Exhibit 99.1
China Digital TV Provides Update on Asset
Restructuring
Shareholders Approve Asset Sale &Related
Transaction Agreements
BEIJING, Nov.27, 2014 -- China Digital
TV Holding Co., Ltd. (NYSE: STV) ("China Digital TV" or the "Company"), the leading provider of conditional
access ("CA") systems and comprehensive services to China's expanding digital television market, today provided a further
update regarding the progress of the Company's asset restructuring (the "Restructuring"), as referred to in press releases
dated June 13, October 7, and October 27, 2014, respectively.
As announced in a press release dated November
27, 2014, at an extraordinary general meeting of China Digital TV, shareholders of China Digital TV approved the sale of the Company’s
CA, network broadcasting platform and video-on-demand businesses through the sale of a 100% equity interest in its indirectly wholly-owned
subsidiary, Beijing Super TV Co., Ltd. ("Super TV"), to Shanghai Tongda Venture Capital Co., Ltd. (“Tongda Venture”),
as contemplated by a share transfer agreement dated October 9, 2014 (as amended and supplemented by a supplementary agreement dated
October 27, 2014, the "Share Transfer Agreement"), and adopted and approved the Share Transfer Agreement and the transactions
contemplated thereby, as well as certain ancillary agreements (the "Ancillary Agreements") in connection therewith and
the transactions contemplated thereby.
Tongda Venture has informed the Company
that its shareholders approved the transaction contemplated by the Share Transfer Agreement and the Ancillary Agreements at Tongda
Venture’s extraordinary general meetings of shareholders held today.
The Restructuring remains subject to review
and approval by relevant regulatory authorities, including the China Securities Regulatory Commission and the PRC Ministry of Commerce.
The Company will update the market with further details as appropriate. The Restructuring is expected to be subject to close scrutiny
by the regulators amid increasingly stringent standards for similar transactions. There is no assurance that these approvals or
regulatory clearance will be obtained within an expected timeframe, or at all. The Restructuring will terminate if it has not been
completed by December 31, 2015.
Safe Harbor Statements
This announcement contains forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. Such forward-looking statements are made under the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995.
These forward-looking statements can be
identified by terminology such as "will," "expects," "anticipates," "future," "intends,"
"plans," "believes," "estimates," "may," "should" and similar expressions. Such
forward-looking statements include, without limitation, comments by management in this announcement about trends in the CA systems,
digital television, cable television and related industries in the PRC and China Digital TV's strategic and operational plans and
future market positions. China Digital TV may also make forward-looking statements in its periodic reports filed with the Securities
and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements
made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about
China Digital TV's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks
and uncertainties. A number of factors could cause actual results to differ materially from projections contained or implied in
any forward-looking statement, including but not limited to the following: competition in the CA systems, digital television, cable
television and related industries in the PRC and the impact of such competition on prices, our ability to implement our business
strategies, changes in technology, the progress of the television digitalization in the PRC, the structure of the cable television
industry or television viewer preferences, changes in PRC laws, regulations or policies with respect to the CA systems, digital
television, cable television and related industries, including the extent of non-PRC companies' participation in such industries,
and changes in political, economic, legal and social conditions in the PRC, including the government's policies with respect to
economic growth, foreign exchange and foreign investment.
Further information regarding these and
other risks and uncertainties is included in our annual report on Form 20-F and other documents filed with the Securities and Exchange
Commission. China Digital TV does not assume any obligation to update any forward-looking statements, which apply only as of the
date of this press release.
About China Digital TV
Founded in 2004, China Digital TV is the
leading provider of CA systems and comprehensive services to China's expanding digital television market. CA systems enable television
network operators to manage the delivery of customized content and services to their subscribers. China Digital TV conducts substantially
all of its business through its PRC subsidiary, Beijing Super TV Co., Ltd., and its affiliate, Beijing Novel-Super Digital TV Technology
Co., Ltd., as well as subsidiaries of its affiliate.
For more information please visit the Investor
Relations section of China Digital TV's website at http://ir.chinadtv.cn.
About Tongda Venture
Shanghai Tongda Venture Capital Co., Ltd.
(Ticker: 600647) was founded in 1992 and is listed on the Shanghai Stock Exchange. Cinda Investment Co. Ltd. is currently Tongda
Venture's largest shareholder. Shanghai Tongda's business covers high- and new-technology investment, industrial investment and
asset management, agricultural development, operation and domestic trade, and food production and sales.
For investor and media inquiries related to China Digital
TV, please contact:
In China:
Nan Hao
Investor Relations Manager
Tel: +86-10-6297-1199 x 9780
Email: ir@chinadtv.cn
Brunswick Group
Tel: +86-10-5960-8610
Email: chinadigital@brunswickgroup.com
In the U.S.:
Brunswick Group
Tel: +1-212-333-3810
Email: chinadigital@brunswickgroup.com