Sk Telecom Co Ltd 6-K, filed Dec 30, 2020
Sk Telecom Co Ltd (SKM)
About this 6-K
Sk Telecom Co Ltd filed this 6-K on December 30, 2020.
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 DECEMBER 2020
Commission File Number: 333-04906
SK Telecom Co., Ltd.
(Translation of registrant’s name into English)
65, Euljiro, Jung-gu
Seoul 04539, 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 ☒ 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): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submission to furnish a report or other document that the registration foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Report on Completion of Spin-off
As of December 30, 2020, SK Telecom Co., Ltd. (the “Company”) completed the spin-off of its mobility business (the “Spin-off”) into a newly incorporated company (the “Spin-off Company”).
I. Spin-off Timeline
| Event |
Date | |||
| Resolution of the board of directors | October 15, 2020 | |||
| Record date for determination of shareholders for shareholders’ general meeting of the Company for Spin-off | October 30, 2020 | |||
| Shareholders’ general meeting of the Company for approval of Spin-off plan | November 26, 2020 | |||
| Effective date of Spin-off | December 29, 2020 | |||
| Shareholders’ general meeting of the Company for report of Spin-off and inaugural general meeting of Spin-off Company | December 29, 2020 | |||
| Registration of Spin-off | December 30, 2020 | |||
| Others | Notice of record date for shareholder determination | October 16, 2020 | ||
| Dispatch of notice of shareholders’ general meeting and public notice of shareholders’ general meeting |
November 9, 2020 | |||
| Submission period for creditors’ dissent | November 26, 2020 – December 28, 2020 | |||
II. Change in Share Ownership of Large Shareholders
Not applicable, as the Spin-off is a simple vertical spin-off.
III. Exercise of Appraisal Rights
Not applicable, as the Spin-off is a simple vertical spin-off.
IV. Matters Relating to Protection of Creditors
On November 26, 2020, the Company published a “Notice regarding Submission of Creditor’s Dissent Regarding Spin-off” on its website (http://www.sktelecom.com) as notice to all creditors. The submission period for creditors’ dissent was from November 26, 2020 to December 28, 2020, and no creditors’ dissent was submitted during such period.
V. Legal Proceedings
As of the date of this report, no legal proceeding relating to the Spin-off that could affect the effectiveness of the Spin-off has been initiated.
IV. Issuance of New Shares
As the Spin-off is a simple vertical spin-off, all of the shares of the Spin-off Company issued at its incorporation were allocated to the Company.
VII. Statement of Financial Position Before and After Spin-off
(Unit: Won)
| Before Spin-off | After Spin-off | |||||||||||
| Company | Spin-off Company | |||||||||||
| Assets |
||||||||||||
| I. Current Assets |
4,754,971,847,389 | 4,628,581,352,158 | 126,647,645,976 | |||||||||
| Cash and Cash Equivalents |
379,054,704,542 | 257,954,704,542 | 121,100,000,000 | |||||||||
| Short-term Financial Instruments |
290,873,020,000 | 290,873,020,000 | — | |||||||||
| Trade Receivables |
1,503,023,481,625 | 1,498,776,443,178 | 4,247,038,447 | |||||||||
| Other Receivables (Current) |
469,375,858,146 | 469,230,620,298 | 145,237,848 | |||||||||
| Inventories |
5,452,631,071 | 4,873,631,071 | 579,000,000 | |||||||||
| Other Current Assets |
2,107,192,152,005 | 2,106,872,933,069 | 576,369,681 | |||||||||
| II. Non-Current Assets |
25,983,779,504,345 | 26,086,009,254,520 | 59,354,093,201 | |||||||||
| Long-term Financial Instruments |
744,180,567,542 | 744,180,567,542 | — | |||||||||
| Other Receivables (Non-current) |
248,528,883,025 | 248,528,883,025 | — | |||||||||
| Investments in Associates and Subsidiaries |
10,800,206,635,150 | 10,961,460,215,149 | — | |||||||||
| Long-term Prepaid Expenses |
975,081,643,772 | 975,081,643,772 | — | |||||||||
| Tangible Assets |
8,424,981,869,221 | 8,396,728,201,665 | 28,253,667,556 | |||||||||
| Intangible Assets |
3,175,726,673,248 | 3,146,725,813,110 | 29,000,860,138 | |||||||||
| Goodwill |
1,306,236,298,549 | 1,306,236,298,549 | — | |||||||||
| Other Non-current Assets |
308,836,933,838 | 307,067,631,708 | 2,099,565,507 | |||||||||
| Total Assets |
30,738,751,351,734 | 30,714,590,606,678 | 186,001,739,177 | |||||||||
| Liabilities |
||||||||||||
| I. Current Liabilities |
4,560,493,241,251 | 4,552,255,807,776 | 8,494,584,220 | |||||||||
| Current Portion of Long-term Borrowings |
13,686,702,234 | 13,686,702,234 | — | |||||||||
| Current Bond Payable |
359,740,538,467 | 359,740,538,467 | — | |||||||||
| Other Payables |
3,149,840,769,268 | 3,142,141,161,349 | 7,699,607,919 | |||||||||
| Current Provisions |
56,498,085,389 | 56,498,085,389 | — | |||||||||
| Income Tax Liabilities for the Period |
118,472,510,808 | 118,472,510,808 | — | |||||||||
| Lease Liabilities |
210,627,094,385 | 210,627,094,385 | — | |||||||||
| Other Current Liabilities |
651,627,540,700 | 651,089,715,144 | 794,976,301 | |||||||||
| Before Spin-off | After Spin-off | |||||||||||
| Company | Spin-off Company | |||||||||||
| II. Non-current Liabilities |
8,705,315,779,397 | 8,689,392,467,816 | 16,253,574,958 | |||||||||
| Long-term Borrowings |
13,670,609,717 | 13,670,609,717 | — | |||||||||
| Non-current Bond Payable |
6,458,370,819,160 | 6,458,370,819,160 | — | |||||||||
| Defined Benefit Liabilities |
63,907,943,709 | 62,179,144,511 | 1,728,799,198 | |||||||||
| Other Payables (Non-current) |
1,133,538,398,305 | 1,133,538,398,305 | — | |||||||||
| Long-term Lease Liabilities |
237,032,654,071 | 223,011,909,766 | 14,020,744,305 | |||||||||
| Deferred Income Tax Liabilities |
709,433,253,116 | 709,763,516,493 | — | |||||||||
| Other Non-current Liabilities |
89,362,101,319 | 88,858,069,864 | 504,031,455 | |||||||||
| Total Liabilities |
13,265,809,020,648 | 13,241,648,275,592 | 24,748,159,178 | |||||||||
| Equity |
||||||||||||
| Capital Stock |
44,639,473,000 | 44,639,473,000 | 5,000,000,000 | |||||||||
| Other Paid-in Capital |
715,721,440,719 | 715,721,440,719 | 156,253,579,999 | |||||||||
| Retained Earnings |
16,576,694,220,871 | 16,576,694,220,871 | — | |||||||||
| Other Equity |
135,887,196,496 | 135,887,196,496 | — | |||||||||
| Total Equity |
17,472,942,331,086 | 17,472,942,331,086 | 161,253,579,999 | |||||||||
| Total Liabilities and Equity |
30,738,751,351,734 | 30,714,590,606,678 | 186,001,739,177 | |||||||||
| * | The above statement of financial position was prepared based on the Company’s statement of financial position as of June 30, 2020 and may differ from the actual statement of financial position to be prepared as of the effective date of the Spin-off. |
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.
| SK TELECOM CO., LTD. (Registrant) | ||
| By: | /s/ Jung Hwan Choi | |
| (Signature) | ||
| Name: Jung Hwan Choi | ||
| Title: Senior Vice President | ||
Date: December 30, 2020