UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
6-K
Report
of Foreign Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For
the Month of June 2009
Commission
File Number: 000-50826
KONGZHONG
CORPORATION
(Translation
of registrant’s name into English)
35/F,
Tengda Plaza, No. 168 Xizhimenwai Street
Beijing,
China 100044
(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 the registrant by furnishing the information contained in
this Form 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
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Exhibit Number
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Page
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1.1
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KongZhong
Corporation Announces Acquisition of a Leading Mobile Game
Developer
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4
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FORWARD-LOOKING
STATEMENTS
The Press
Releases of KongZhong Corporation (the “Company”), constituting Exhibits 1.1 to
this Form 6-K, contain statements that may be viewed as “forward-looking
statements” within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities and Exchange Act of 1934, as
amended. Such forward-looking statements are, by their nature,
subject to significant risks and uncertainties that may cause the actual
performance, financial condition or results of operations of the Company to be
materially different from any future performance, financial condition or results
of operations implied by such forward-looking statements. Such
forward-looking statements include, without limitation, statements that are not
historical facts relating to the continued growth of the telecommunications
industry in China, the development of the regulatory environment, and the
Company’s ability to successfully execute its business strategies.
Such
forward-looking statements reflect the current views of the Company with respect
to future events and are not a guarantee of future
performance. Actual results may differ materially from information
contained in the forward-looking statements as a result of a number of factors,
including, without limitation, continued competitive pressure in China’s
wireless value-added services, wireless media and mobile games industries and
the effect of such pressure on prices; unpredictable changes in technology,
consumer demand and usage preferences in the market; the state of and any change
in the Company’s relationship with China’s telecommunications operators; the
Company’s dependence on the billing systems of telecommunications operators for
its performance; the outcome of the Company’s investment of operating income
generated from the wireless value-added services segment into the development of
our wireless Internet segment and mobile games segment; changes in the
regulations or policies of the Ministry of Industry and Information Technology
and other relevant government authorities; and changes in political, economic,
legal and social conditions in China, including the Chinese government’s
policies with respect to economic growth, foreign exchange, foreign
investment and entry by foreign companies into China’s telecommunications
market. For additional discussion of these risks and uncertainties
and other factors, please see the documents the Company files from time to time
with the Securities and Exchange Commission. The Company assumes no
obligation to update any forward-looking statements, which apply only as of the
date of this report on Form 6-K.
INCORPORATION
BY REFERENCE
This
report on Form 6-K and the exhibit attached hereto are specifically incorporated
by reference in the Company’s registration statement on Form F-3 (File No.
333-159147), filed with the Securities and Exchange Commission on May 12,
2009.
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.
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KONGZHONG
CORPORATION
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Date:
June 22, 2009
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By:
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/s/
Leilei Wang
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Name:
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Leilei
Wang
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Title:
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Chief
Executive Officer
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KongZhong Corporation
Announces Acquisition of a Leading Mobile Game Developer
Beijing,
China, June 22, 2009 – KongZhong Corporation (NASDAQ: KONG), a leading mobile
Internet company in China, today announced that it has entered into a definitive
agreement to acquire the entire issued share capital of Simlife International,
Inc. (“Simlife”), a leading mobile game developer in China. Upon the
closing of the acquisition, Simlife would become a wholly-owned subsidiary of
the Company.
Commenting
on the acquisition, Leilei Wang, the CEO and Chairman of the Company, said, “I’m
excited to welcome the Simlife team to the Company. Simlife currently
has a portfolio of over 200 mobile games and a development team of more than 50
members with years of experience in developing high-quality 3D mobile
games. One of Simlife’s mobile games, X Dancery, was selected by
Nokia in 2009 as a Grand Prize winner in the Technology Showcase category in the
global Calling All Innovators contest for mobile applications and
solutions. We believe that Simlife’s mobile games and development
team will be important additions to our own portfolio of mobile games and
development team. We also believe that Simlife’s strong development
capabilities, including its self-developed 3D mobile game engine, can help
consolidate and extend the Company’s leadership in the Chinese mobile games
market.”
The
Company has agreed to pay US$3 million in cash to the shareholders of
Simlife. An additional payment of US$1.25 million in cash and the
issuance of 6 million of the Company’s ordinary shares (equivalent to 150,000
ADSs) to certain shareholders of Simlife are contingent upon Simlife’s
performance in the year subsequent to completion of the
acquisition. IDGVC Partners, which owns approximately 6.7% of the
outstanding ordinary shares of the Company, also owns approximately 30% of the
issued share capital of Simlife.
About
Simlife
Based in
Xiamen, Fujian Province, China, Simlife was founded in 2002 and is one of
China’s leading developers of mobile games. Two of Simlife’s 3D
mobile games, Lament Island and X Dancery, which are based on its self-developed
3D mobile game engine, have been recognized by various awards as some of the
most innovative mobile games in the mobile games industry.
About
KongZhong
KongZhong
Corporation is a leading mobile Internet company in China. The
Company delivers wireless value-added services to consumers in China through
multiple technology platforms including WAP, multimedia messaging service (MMS),
JavaÔ, short messaging
service (SMS), interactive voice response (IVR), and color ring-back tone
(CRBT). The Company operates three wireless Internet sites, Kong.net,
Ko.cn and cn.NBA.com, which enable users to access media, entertainment and
community content directly from their mobile phones. The Company also
designs and operates mobile games, including mobile online games, JavaÔ games and WAP
games.
Safe
Harbor Statement
This
press release 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
include, without limitation, statements regarding trends in the wireless
value-added services, wireless media and mobile games industries and our future
results of operations, financial condition and business
prospects. Although such statements are based on our own information
and information from other sources we believe to be reliable, you should not
place undue reliance on them. These statements involve risks and
uncertainties, and actual market trends and our results may differ materially
from those expressed or implied in these forward looking statements for a
variety of reasons. Potential risks and uncertainties include, but
are not limited to, our failure to fully realize the anticipated synergies from
our mergers and acquisitions; continued competitive pressure in China’s wireless
value-added services, wireless media and mobile games industries and the effect
of such pressure on prices; unpredictable changes in technology, consumer demand
and usage preferences in the market; the state of and any change in our
relationship with China’s telecommunications operators; our dependence on the
billing systems of telecommunications operators for our performance; the outcome
of our investment of operating income generated from the wireless value-added
services segment into the development of our wireless Internet segment and
mobile games segment; changes in the regulations or policies of the Ministry of
Industry and Information Technology and other relevant government authorities;
and changes in political, economic, legal and social conditions in China,
including the Chinese government’s policies with respect to economic growth,
foreign exchange, foreign investment and entry by foreign companies into China’s
telecommunications market. For additional discussion of these risks
and uncertainties and other factors, please see the documents we file from time
to time with the Securities and Exchange Commission. We assume no
obligation to update any forward-looking statements, which apply only as of the
date of this press release.
KongZhong
Contacts
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Investor
Contact:
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Media
Contact:
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Jay
Chang
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Xiaohu
Wang
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Chief
Financial Officer
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Officer
Manager
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Tel.:
(+86-10) 8857 6000
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Tel:
(+86-10) 8857 6000
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Fax:
(+86-10) 8857 5891
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Fax:
(+86-10) 8857 5900
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E-mail:
ir@kongzhong.com
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E-mail:
xiaohu@kongzhong.com
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