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 OF

THE SECURITIES EXCHANGE ACT OF 1934

FOR THE MONTH OF NOVEMBER 2015

Commission File Number: 333-04906

 

 

SK Telecom Co., Ltd.

(Translation of registrant’s name into English)

 

 

Euljiro65(Euljiro2-ga), Jung-gu

Seoul 100-999, Korea

(Address of principal executive office)

 

 

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):  ¨

 

 

 

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Decision on Acquisition of Shares of CJ HelloVision

On November 2, 2015, the Board of Directors of SK Telecom Co., Ltd. (the “Company”) resolved to acquire shares of CJ HelloVision Co., Ltd. (“CJ HelloVision”) to secure its position as the next generation media platform provider.

 

1. Details of CJ HelloVision		Company Name		CJ HelloVision Co., Ltd.
		Location		Korea		Representative Director		Jin-Suk Kim
		Share Capital (KRW)		193,617,162,500		Relationship to Company		-
		Number of Shares Issued		77,446,865		Principal Business		Fixed-line broadcast services
2. Details of Share Acquisition		Number of Shares to be Acquired		23,234,060
		Acquisition Amount (KRW)		500,000,000,000
		Ratio of Acquisition Amount to the Company’s Share Capital as of December 31, 2014		3.28%
3. Number of Shares to be Held and Shareholding Ratio after Share Acquisition		Number of Shares to be Held		23,234,060
		Shareholding Ratio(%)		30.00%
4. Acquisition Method				Cash
5. Purpose of Acquisition				By acquiring the shares of CJ HelloVision, which will subsequently be merged with the Company’s subsidiary, SK Broadband Co., Ltd. (“SK Broadband”), the Company plans to secure its position as the next generation media platform provider and achieve growth through new business models of the new-media market, including Over the Top (OTT).
6. Scheduled Acquisition Date				April 4, 2016 (Subject to change depending on when the closing conditions are met, including obtaining approval from the relevant institutions)
7. Submission of Key Matter Report Regarding Asset Transfer				Not required
- Total Assets of the Company at December 31, 2014 (KRW)				27,941,233,180,410
- Percentage of Acquisition Amount to Total Assets				1.79%
8. Date of the resolution by the Board of Directors				November 2, 2015
— Attendance of Outside Directors		Present		4
		Absent		0
— Attendance of members of Audit Committee who are not outside directors				0
9. Related Put or Call Agreements				(a) Upon the closing of the share acquisition transaction (the “Closing”), CJ O Shopping will have a put option and the Company will have a call option with respect to the CJ HelloVision shares that are owned by CJ O Shopping Co., Ltd. (“CJ O Shopping”) at the time of exercise of such option.   Price of put option (KRW): 26,994

 

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				Exercise period: For a period of two years from the third anniversary of the Closing   Price of call option (KRW): 26,994 Exercise period: For a period of five years from the Closing   (b) In addition, if a third party offers to purchase CJ HelloVision shares from CJ O Shopping, the Company has a right of first refusal to purchase such shares at the same purchase price.
10. Other Matters Relating to an Investment Decision				On November 2, 2015, the board of directors of SK Broadband approved the merger with CJ HelloVision. Please refer to the Form 6-K filed on November 3, 2015 entitled “Decision on Merger of SK Broadband” for related information.

[Summary Financial Information of CJ HelloVision (Unit: in millions of KRW)]

 

As of and for the year ended December 31,		Assets				Liabilities				Total Shareholder’s Equity				Share Capital				Revenue				Net income
2014			2,170,450				1,266,873				903,577				193,617				1,270,376				25,655
2013			2,080,518				1,195,974				884,543				193,617				1,160,227				76,955
2012			1,555,958				831,197				724,761				173,157				890,993				104,361

 

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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.

 

Date: November 3, 2015

 

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