Report of Foreign Issuer (6-k)
May 20 2015 - 6:23AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 May 2015
Commission File Number: 001-35645
China Mobile
Games and Entertainment
Group Limited
Block A, 15/F
Huajian Building
233 Tianfu Road, Tianhe District
Guangzhou, Peoples 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): ¨
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.
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China Mobile Games and Entertainment Group Limited |
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By: |
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/s/ Ken Fei Fu Chang |
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Name: |
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Ken Fei Fu Chang |
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Title: |
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Director and Chief Financial Officer |
Date: May 20, 2015
Exhibit Index
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Exhibit No. |
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Description |
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Exhibit 99.1 |
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Press Release |
Exhibit 99.1
May 20, 2015
CMGE Announces Strategic Restructuring of
Subsidiary
HONG KONG, May 20, 2015 (GLOBE NEWSWIRE) China Mobile Games and Entertainment Group Limited (CMGE or the
Company) (Nasdaq: CMGE), the largest publisher and a leading developer of mobile games in China, today announced that Chengdu Zhuoxing Technology Co., Ltd. (Chengdu Zhuoxing), a subsidiary of one of the Companys
variable interest entities, has entered into an agreement to restructure and sell a portion of its interest in Beijing Zhuoyuechenxing Technology Co., Ltd. (Beijing Zhuoyuechenxing), a subsidiary of Chengdu Zhuoxing, to Tianjin
Zhuoyue Mobile Technology Co., Ltd. (Tianjin Zhuoyue), a company controlled by Mr. Shuling Ying, the Companys chief operating officer. The Company also announced that Mr. Ying will leave his current
position to assume the role of chief executive officer of Beijing Zhuoyuechenxing. This strategic restructuring is intended to increase the profitability of Beijing Zhuoyuechenxing, previously an inactive subsidiary, and to enable CMGE to
benefit from Mr. Yings leadership developing and managing the business of the newly restructured Beijing Zhuoyuechenxing.
Mr. Ken Jian Xiao, chief
executive officer of CMGE, stated, I am confident that this strategic restructuring of Beijing Zhuoyuechenxing will benefit the Company in the long run. We believe that elevating Mr. Ying to the role of a strategic partner will help ensure the
development of Beijing Zhuoyuechenxings business and maximize our return in this strategic investment.
Under the agreement, Chengdu Zhuoxing
will sell up to 51% of its equity interest in Beijing Zhuoyuechenxing to Tianjin Zhuoyue over a period of three years for a total consideration of RMB130 million, including a RMB20 million contribution to Beijing Zhuoyuechenxings share
capital. Chengdu Zhuoxing will also transfer the operations of two social games to Beijing Zhuoyuechenxing: Crisis Action (
) and Charming Dancer (
). If Beijing Zhuoyuechenxing fails to achieve profit targets of RMB45 million, RMB80 million and RMB107 million for 2015, 2016 and 2017, respectively, Tianjin Zhuoyue will return to Chengdu Zhuoxing up to 25% of its
shares in Beijing Zhuoyuechenxing without consideration. Under the agreement, CMGE will obtain the right to appoint members to the Beijing Zhuoyuechenxing board of directors and will also hold a right of first refusal and co-sale rights.
About CMGE
CMGE is the largest publisher and a leading
developer of mobile games in China with integrated capabilities across the mobile game value chain. Its fully integrated capabilities include the development, licensing, publishing, distribution and operation of mobile games, primarily in
China. Its social games are mainly developed for Android and iOS-based smartphones. CMGEs extensive distribution network includes its proprietary Game Center application, handset pre-installations, application stores and web platforms and
mobile network operators. The Companys stock is traded on NASDAQ under the symbol CMGE. For more corporate and product information, please visit CMGEs website at http://www.cmge.com.
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the safe harbor provisions of the U.S. 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, confident and similar statements. CMGE may also make written or oral forward-looking statements in its periodic reports to the U.S. 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 CMGEs 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 those contained in any forward-looking statement, including
but not limited to the following: the Companys growth strategies as well as its business plans; its future development, results of operations and financial condition; the Companys ability to continue to develop new and attractive
products and services; the Companys ability to continue to develop new technologies or upgrade its existing technologies; the Companys ability to attract and retain users and customers and further enhance its brand recognition; the
expected growth of and trends in the mobile game industry in China; PRC governmental policies and regulations relating to the mobile game industry in China; competition in the mobile game industry; and general economic and business
conditions in China. Further information regarding these and other risks is included in the Companys annual report on Form 20-F and other documents filed with the Securities and Exchange Commission. CMGE does not undertake any
obligation to update any forward-looking statement, except as required under applicable law. All information provided in this press release and in the attachments is as of the date of the press release, and CMGE undertakes no duty to update such
information, except as required under applicable law.
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CONTACT: |
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For investor and media inquiries, please contact: |
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China Mobile Games and Entertainment Group Limited |
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Tel: +852 2700 6168 |
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E-mail: ir@cmge.com |
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