Mga Batayang Estadistika
| CIK | 1738758 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cheer Holding Inc - Warrants (13/02/2025)
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| September 3, 2025 |
As filed with the Securities and Exchange Commission on September 3, 2025 As filed with the Securities and Exchange Commission on September 3, 2025 Registration No. |
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| August 7, 2025 |
SERIES A ORDINARY SHARE PURCHASE WARRANT CHEER HOLDING, INC. Exhibit 4.3 SERIES A ORDINARY SHARE PURCHASE WARRANT CHEER HOLDING, INC. Warrant Shares: [*] Issuance Date: [], 2025 THIS SERIES A ORDINARY SHARE PURCHASE WARRANT (“Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issuance Date ( |
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| August 7, 2025 |
SERIES B ORDINARY SHARE PURCHASE WARRANT CHEER HOLDING, INC. Exhibit 4.4 SERIES B ORDINARY SHARE PURCHASE WARRANT CHEER HOLDING, INC. Warrant Shares: [*] Issuance Date: [], 2025 THIS SERIES B ORDINARY SHARE PURCHASE WARRANT (“Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issuance Date ( |
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| August 7, 2025 |
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT CHEER HOLDING, INC. Exhibit 4.2 PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT CHEER HOLDING, INC. Warrant Shares: [*] Issuance Date: [], 2025 THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth at any time on or after the date her |
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| August 7, 2025 |
As filed with the Securities and Exchange Commission on August 7, 2025 As filed with the Securities and Exchange Commission on August 7, 2025 Registration No. |
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| August 7, 2025 |
Exhibit 1.1 PLACEMENT AGENCY AGREEMENT [], 2025 Univest Securities, LLC 75 Rockefeller Plaza, Suite 1838 New York, NY, 10019 Ladies and Gentlemen: Subject to the terms and conditions of this agreement (this “Agreement”) and the Transaction Documents (as defined below), Cheer Holding, Inc., a Cayman Islands exempted company (the “Company”), hereby agrees to offer and sell up to an aggregate of [] o |
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| August 7, 2025 |
Exhibit 10.22 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of [], 2025, between Cheer Holding, Inc., an exempted company with limited liability incorporated under the laws of Cayman Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchase |
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| August 7, 2025 |
Ex-Filing Fees CALCULATION OF FILING FEE TABLES F-1 Cheer Holding, Inc. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Units, each consi |
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| August 6, 2025 |
Exhibit 99.3 Cheer Holding Issues Correction to 2025 Half Year Results BEIJING, August 6, 2025 (GLOBE NEWSWIRE) - Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding” or the “Company”), a leading provider of advanced mobile internet infrastructure and platform services, issues a correction to it prior press release dated July 30, 2025 regarding its financial results for the six months ended June 30, |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K/A (To Form 6-K filed on July 30, 2025) REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July, 2025 Commission File Number: 001-38631 CHEER HOLDING, INC. 19F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chao |
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| August 6, 2025 |
OPERATING AND FINANCIAL REVIEW Exhibit 99.2 OPERATING AND FINANCIAL REVIEW Overview We provide advertisement and content production services and operate a leading mobile and online advertising, media and entertainment business in China. Major production from us includes short videos, online variety show, online drama, living stream and CHEERS series. We are fast becoming one of the leading contents driven e-commerce platforms i |
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| August 6, 2025 |
Exhibit 99.1 CHEER HOLDING, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In U.S. dollars in thousands, except share and per share data) As of June 30, 2025 As of December 31, 2024 (unaudited) Assets Current assets: Cash and cash equivalents $ 203,228 $ 197,660 Accounts receivable, net 86,238 77,074 Prepayment and other current assets, net 34,072 30,834 Total current assets 323,538 305,568 Property, |
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| July 30, 2025 |
Exhibit 99.1 CHEER HOLDING, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In U.S. dollars in thousands, except share and per share data) As of June 30, 2025 As of December 31, 2024 (unaudited) Assets Current assets: Cash and cash equivalents $ 203,228 $ 197,660 Accounts receivable, net 86,238 77,074 Prepayment and other current assets, net 34,072 30,834 Total current assets 323,538 305,568 Property, |
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| July 30, 2025 |
Exhibit 99.3 Cheer Holding Reports 2025 Half Year Results BEIJING, July 30, 2025 (GLOBE NEWSWIRE) - Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding” or the “Company”), a leading provider of advanced mobile internet infrastructure and platform services, today announced its financial results for the six months ended June 30, 2025. Financial Highlights for the Six Months Ended June 30, 2025 Key Fin |
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| July 30, 2025 |
OPERATING AND FINANCIAL REVIEW AND PROSPECTS Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS Overview We provide advertisement and content production services and operate a leading mobile and online advertising, media and entertainment business in China. Major production from us includes short videos, online variety show, online drama, living stream and CHEERS series. We are fast becoming one of the leading contents driven e-commer |
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| July 30, 2025 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July, 2025 Commission File Number: 001-38631 CHEER HOLDING, INC. 19F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 (A |
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| June 12, 2025 |
This is a confidential draft submission to the U.S. Securities and Exchange Commission on June 12, 2025. This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER |
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| May 15, 2025 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May, 2025 Commission File Number: 001-38631 CHEER HOLDING, INC. 19F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 (Ad |
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| May 15, 2025 |
Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Cheer Holding, Inc. (ROC #332415) (the “Company”) TAKE NOTICE that by minutes of the annual shareholder meeting of the Board of Directors of the Company held on 12 May 2025, the following resolution was passed as set forth in the Proxy Statement: RESOLVED, as an ordinary resolution, that |
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| May 12, 2025 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May, 2025 Commission File Number: 001-38631 CHEER HOLDING, INC. 19F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 (Ad |
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| May 12, 2025 |
Cheer Holding, Inc. Announces Results of its Annual General Meeting Exhibit 99.1 Cheer Holding, Inc. Announces Results of its Annual General Meeting BEIJING, May 12, 2025 Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding” or the “Company”), a leading provider of advanced mobile internet infrastructure and platform services, today announced the results of its 2025 Annual General Meeting, which was held on May 12, 2025 in Beijing, China. At the Annual General Meetin |
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| April 29, 2025 |
Exhibit 99.2 |
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| April 29, 2025 |
Exhibit 99.1 CHEER HOLDING, INC. 19F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China To the Shareholders of Cheer Holding, Inc.: You are cordially invited to attend the 2025 Annual General Meeting of Cheer Holding, Inc. (the “Company”) on Monday, May 12, 2025 (the “Annual General Meeting”), at the offices of the Company, located at |
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| April 29, 2025 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2025 Commission File Number: 001-38631 CHEER HOLDING, INC. 19F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 (A |
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| March 10, 2025 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2025 Commission File Number: 001-38631 CHEER HOLDING, INC. 19F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 (A |
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| March 10, 2025 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-237788 and 333-282386) and Form F-3 (File No. 333-279221) of Cheer Holding, Inc. (the “Company”) of our report dated March 14, 2024, relating to the consolidated balance sheets of the Company as of December 31, 2023, and |
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| March 10, 2025 |
Exhibit 2.2 DESCRIPTION OF SECURITIES Cheer Holding, Inc. (the “Company”, “we,” or “our”) is a Cayman Islands exempted company with limited liability and our affairs are governed by our Memorandum and Articles of Association and the law of the Cayman Islands, including the Cayman Islands Companies Act (As Revised). Our authorized share capital is US$20,700 divided into 20,000,000 Class A ordinary |
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| March 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC |
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| March 10, 2025 |
Exhibit 15.3 March 10, 2025 To: CHEER HOLDING, INC. (the “Company”) 19F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road Jiuxianqiao, Chaoyang District, Beijing China 100016 Ladies and Gentlemen: We hereby consent to the reference of our name under the headings “Note”, “Item 3. Key Information—D. Risk Factors—Risks Related to Our Corporate Structure”, and “Item 3. Key Information— |
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| March 10, 2025 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-237788 and 333-282386) and Form F-3 (File No. 333-279221) of Cheer Holding, Inc. (the “Company”) of our report dated March 10, 2025, relating to the consolidated balance sheets of the Company as of December 31, 2024, and |
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| March 10, 2025 |
CHEER HOLDING, INC. 2024 EQUITY INCENTIVE PLAN Exhibit 4.20 CHEER HOLDING, INC. 2024 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Cheer Holding, Inc. 2024 Equity Incentive Plan (“Plan”) are: ● to attract and retain the best available personnel for positions of substantial responsibility, ● to provide additional incentive to Employees, Directors and Consultants, and ● to promote the success of the Company’s business. The |
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| March 10, 2025 |
CERTIFICATION Cheer Holding, Inc. Foreign Private Issuer Insider Trading Compliance Policy Exhibit 11.2 CERTIFICATION Cheer Holding, Inc. Foreign Private Issuer Insider Trading Compliance Policy Acknowledgement Page I have received, read, understand and agree to comply with the Cheer Holding, Inc. Insider Trading Compliance Program including the Amended and Restated Insider Trading Policy, which is attached thereto as Attachment I. Name Signature Date Insider Trading Reminders Before tr |
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| March 10, 2025 |
Exhibit 12.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bing Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of CHEER HOLDING, INC. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements mad |
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| March 10, 2025 |
Exhibit 13.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of CHEER HOLDING, INC. (the “Company”) on Form 20-F the year ended December 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bing Zhang, Chief Executive Officer and Chief Financial Officer of the |
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| March 10, 2025 |
Exhibit 99.1 Cheer Holding Reports Full Year 2024 Financial Results BEIJING, March 10, 2025 (GLOBE NEWSWIRE) - Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding,” or the “Company”), a leading provider of advanced mobile internet infrastructure and platform services, today announced its financial results for the full year ended December 31, 2024. Operating Highlights For The Year Ended December 31, |
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| February 25, 2025 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2025 Commission File Number: 001-38631 CHEER HOLDING, INC. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 |
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| February 25, 2025 |
Cheer Holding Announces Plan to Acquire 60% Equity Stake in ZKZG, Accelerating AI Development Exhibit 99.1 Cheer Holding Announces Plan to Acquire 60% Equity Stake in ZKZG, Accelerating AI Development BEIJING, Feb. 25, 2025 (GLOBE NEWSWIRE) - Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding” or the “Company”), a leading provider of advanced mobile internet infrastructure and platform services, today announced it has entered into a non-binding investment framework agreement (the “Framework |
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| December 13, 2024 |
Exhibit 99.1 December 13, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Cheer Holding, Inc. CIK Number: 0001738758 Dear Sir or Madam: We have read Form 6-K dated December 13, 2024 of Cheer Holding, Inc. (“the Registrant”) and are in agreement with the statements contained therein as it pertains to our firm. We have no basis to agree or disagree with any othe |
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| December 13, 2024 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-38631 CHEER HOLDING, INC. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 |
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| December 3, 2024 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2024 Commission File Number: 001-38631 CHEER HOLDING, INC. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 |
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| December 3, 2024 |
Cheer Holding Announces US$50 Million Share Repurchase Authorization Exhibit 99.1 Cheer Holding Announces US$50 Million Share Repurchase Authorization BEIJING, Dec. 3, 2024 (GLOBE NEWSWIRE) - Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding” or the “Company”), a leading provider of advanced mobile internet infrastructure and platform services, announced today that its board of directors (the “Board”) has authorized a $50 million repurchase program of its Class A o |
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| September 27, 2024 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission File Number: 001-38631 CHEER HOLDING, INC. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 10001 |
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| September 27, 2024 |
As filed with the Securities and Exchange Commission on September 27, 2024 As filed with the Securities and Exchange Commission on September 27, 2024 Registration No. |
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| September 27, 2024 |
Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-8 (Form Type) Cheer Holding, Inc. |
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| September 10, 2024 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2024 Commission File Number: 001-38631 CHEER HOLDING, INC. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 10001 |
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| September 10, 2024 |
CHR / Cheer Holding, Inc. / Zhang Bing - AMENDMENT NO. 6 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea021389502-13da6zhangcheer.htm AMENDMENT NO. 6 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* CHEER HOLDING, INC. (Name of Issuer) Class A Ordinary Shares, par value $0.001 per share (Title of Class of Securities) G39973204 (CUSIP Number) Bing Zhang 22F, Block B, Xinhua |
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| September 10, 2024 |
Exhibit 4.1 THIS SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN OFFSHORE TRANSACTIONS TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OR ANY U.S. STATE SECURITIES LAWS, AND MAY NOT BE OFFERED, SOLD, ASSI |
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| September 10, 2024 |
Exhibit 3.1 |
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| September 10, 2024 |
CHEER HOLDING, INC. 22F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China September 10, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Charli Wilson Re: Cheer Holding, Inc. Registration Statement on Form F-3 (No. 333-279221) Request for Acceleratio |
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| September 4, 2024 |
John P. Yung 2020 West El Camino Avenue, Suite 700 Sacramento, California 95833 [email protected] Direct: 916.646.8288 September 4, 2024 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street NE Washington, DC 20549 Re: Cheer Holding, Inc. Amendment No. 3 to Registration Statement on Form F-3 Filed August 16, 2024 File No. 333- |
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| August 29, 2024 |
CHEER HOLDING, INC. 2024 EQUITY INCENTIVE PLAN Exhibit 99.2 CHEER HOLDING, INC. 2024 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Cheer Holding, Inc. 2024 Equity Incentive Plan (“Plan”) are: ● to attract and retain the best available personnel for positions of substantial responsibility, ● to provide additional incentive to Employees, Directors and Consultants, and ● to promote the success of the Company’s business. The |
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| August 29, 2024 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-38631 CHEER HOLDING, INC. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 ( |
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| August 29, 2024 |
Cheer Holding Announces Results of 2024 Annual General Meeting Exhibit 99.1 Cheer Holding Announces Results of 2024 Annual General Meeting BEIJING, Aug. 29, 2024 (GLOBE NEWSWIRE) - Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer” or the “Company”), a leading provider of advanced mobile internet infrastructure and platform services, today announced the results of its 2024 Annual General Meeting, which was held on August 28, 2024, in Beijing, China. At the 2024 Annua |
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| August 16, 2024 |
John P. Yung 2020 West El Camino Avenue, Suite 700 Sacramento, California 95833 [email protected] Direct: 916.646.8288 August 16, 2024 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street NE Washington, DC 20549 Re: Cheer Holding, Inc. Amendment No. 2 to Registration Statement on Form F-3 Filed July 22, 2024 File No. 333-2792 |
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| August 16, 2024 |
As filed with the Securities and Exchange Commission on August 16, 2024 As filed with the Securities and Exchange Commission on August 16, 2024 Registration 333-279221 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 31, 2024 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number: 001-38631 CHEER HOLDING, INC. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 (Ad |
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| July 31, 2024 |
Cheer Holding Reports 2024 Half Year Results Exhibit 99.3 Cheer Holding Reports 2024 Half Year Results BEIJING, July 31, 2024 (GLOBE NEWSWIRE) - Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding,” or the “Company”), a leading provider of advanced mobile internet infrastructure and platform services, today announced its financial results for the six months ended June 30, 2024. Operating Highlights Total Downloads of CHEERS Apps was approximat |
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| July 31, 2024 |
Exhibit 99.1 CHEER HOLDING, INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (In U.S. dollars in thousands, except share and per share data) June 30, 2024 December 31, 2023 Assets Current assets: Cash and cash equivalents $ 186,089 $ 194,227 Restricted cash 291 298 Accounts receivable, net 79,818 81,170 Prepayment and other current assets, net 47,803 31,179 Total current assets 314,001 306,874 |
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| July 31, 2024 |
Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS IN CONNECTION WITH THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2024 and JUNE 30, 2023 The following discussion and analysis should be read in conjunction with our unaudited consolidated financial statements and their related notes that appear elsewhere in this report on Form 6-K and with the d |
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| July 29, 2024 |
Exhibit 99.1 CHEER HOLDING, INC. 22F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China To the Shareholders of Cheer Holding, Inc.: You are cordially invited to attend the 2024 Annual General Meeting of Cheer Holding, Inc. (“Cheer” or the “Company”) on Wednesday, August 28, 2024 (the “Annual General Meeting” or the “meeting”), at the o |
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| July 29, 2024 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July, 2024 Commission File Number: 001-38631 CHEER HOLDING, INC. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 (A |
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| July 29, 2024 |
Exhibit 99.2 |
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| July 22, 2024 |
John P. Yung 2020 West El Camino Avenue, Suite 700 Sacramento, California 95833 [email protected] Direct: 916.646.8288 July 22, 2024 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Crypto Assets 100 F Street NE Washington, DC 20549 Re: Cheer Holding, Inc. Amendment No. 1 to Registration Statement on Form F-3 Filed June 24, 2024 File No. 333-279 |
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| July 22, 2024 |
As filed with the Securities and Exchange Commission on July 22, 2024 As filed with the Securities and Exchange Commission on July 22, 2024 Registration 333-279221 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 12, 2024 |
CHR / Cheer Holding, Inc. / SHAH CAPITAL MANAGEMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 3)* Cheer Holding, Inc. (Name of Issuer) Ordinary Shares, par value $0.001 (Title of Class of Securities) G39973204 (CUSIP Number) Himanshu H. Shah Shah Capit |
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| June 24, 2024 |
John P. Yung 2020 West El Camino Avenue, Suite 700 Sacramento, California 95833 [email protected] Direct: 916.646.8288 June 24, 2024 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Crypto Assets 100 F Street NE Washington, DC 20549 Re: Cheer Holding, Inc. Registration Statement on Form F-3 Filed May 8, 2024 File No. 333-279221 Dear Sir/Madam: O |
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| June 24, 2024 |
As filed with the Securities and Exchange Commission on June 24, 2024 As filed with the Securities and Exchange Commission on June 24, 2024 Registration 333-279221 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 9, 2024 |
May 9, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| May 8, 2024 |
Exhibit 107 CALCULATION OF FILING FEE TABLE Form F-3 (Form Type) CHEER HOLDING, INC. |
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| May 8, 2024 |
As filed with the Securities and Exchange Commission on May 8, 2024 As filed with the Securities and Exchange Commission on May 8, 2024 Registration 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 18, 2024 |
Exhibit 13.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of CHEER HOLDING, INC. (the “Company”) on Form 20-F/A (Amendment No.1) for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bing Zhang, Chief Executive Officer and Chief F |
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| April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A (Amendment No.1) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC |
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| April 18, 2024 |
Exhibit 12.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bing Zhang, certify that: 1. I have reviewed this annual report on Form 20-F/A (Amendment No.1) of CHEER HOLDING, INC. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make |
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| April 18, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.1 Assentsure PAC UEN - 201816648N 180B Bencoolen Street, #03-01 The Bencoolen, Singapore 189648 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File No. 333- 237788) and Form F-3 (No. 333-248554) of Cheer Holding, Inc. (the “Company”) of our report dated March 14, 2024 relating to th |
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| March 14, 2024 |
Exhibit 12.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bing Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of CHEER HOLDING, INC. (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements mad |
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| March 14, 2024 |
CHEER HOLDING, INC. POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Exhibit 97 CHEER HOLDING, INC. POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION The Board of Directors (the “Board”) of Cheer Holding, Inc. (the “Company”), acting in the best interest of the Company and its shareholders, has adopted this Policy for the Recovery of Erroneously Awarded Compensation (the “Policy”), which provides for the recovery of certain Incentive-Based Compensation (a |
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| March 14, 2024 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March, 2024 Commission File Number: 001-38631 Cheer Holding, Inc. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 ( |
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| March 14, 2024 |
Cheer Holding Reports Full Year 2023 Financial Results Exhibit 99.1 Cheer Holding Reports Full Year 2023 Financial Results BEIJING, March 14, 2024 (GLOBE NEWSWIRE) - Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding,” or the “Company”), a leading provider of advanced mobile internet infrastructure and platform services, today announced its financial results for the full year ended December 31, 2023. Full Year 2023 Operating Highlights Total Downloads |
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| March 14, 2024 |
Exhibit 13.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of CHEER HOLDING, INC. (the “Company”) on Form 20-F for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bing Zhang, Chief Executive Officer and Chief Financial Officer of |
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| March 14, 2024 |
Exhibit 15.2 March 14, 2024 To: CHEER HOLDING, INC. (the “Company”) 22F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road Jiuxianqiao, Chaoyang District, Beijing China 100016 Ladies and Gentlemen: We hereby consent to the reference of our name under the headings “Note”, “Item 3. Key Information—D. Risk Factors—Risks Related to Our Corporate Structure”, and “Item 3. Key Information— |
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| March 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC |
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| March 14, 2024 |
Exhibit 2.4 DESCRIPTION OF SECURITIES We are a Cayman Islands exempted company with limited liability and our affairs are governed by our Memorandum and Articles of Association and the Cayman Islands Companies Act and the ordinary law of the Cayman Islands. Our authorized share capital is US$20,200 divided into 20,000,000 ordinary shares of a par value of US$0.001 each and 2,000,000 preferred shar |
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| March 14, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.1 Assentsure PAC UEN - 201816648N 180B Bencoolen Street, #03-01 The Bencoolen, Singapore 189648 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File No. 333- 237788) and Form F-3 (No. 333-248554) of Cheer Holding, Inc. (the “Company”) of our report dated March 14, 2024 relating to th |
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| November 22, 2023 |
Exhibit 99.1 Press Release Cheer Holding Announces Share Consolidation of Ordinary Shares Ordinary Shares Will Begin Trading on a Post-Consolidation Adjusted Basis on November 27, 2023 BEIJING, Nov. 22, 2023 (GLOBE NEWSWIRE) - Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding,” “we” or the “Company”), a leading provider of next-generation mobile internet infrastructure and platform services, today |
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| November 22, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38631 Cheer Holding, Inc. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 |
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| November 8, 2023 |
Glory Star Announces Name and Trading Symbol Change Exhibit 99.1 Glory Star Announces Name and Trading Symbol Change BEIJING, Nov 08, 2023 (GLOBE NEWSWIRE) – Cheer Holding, Inc. (f/k/a Glory Star New Media Group Holdings Limited) (NASDAQ: GSMG) (“Cheer Holding” or the “Company”), a leading provider of next-generation mobile internet infrastructure and platform services, today announced it has changed its legal name from Glory Star New Media Group H |
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| November 8, 2023 |
Exhibit 3.1 |
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| November 8, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2023 Commission File Number: 001-38631 Cheer Holding, Inc. 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China 100016 |
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| October 31, 2023 |
Glory Star Announces Results of 2023 Annual General Meeting Exhibit 99.1 Glory Star Announces Results of 2023 Annual General Meeting BEIJING, Oct. 31, 2023 (GLOBE NEWSWIRE) - Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (“Glory Star” or the “Company”), a leading provider of next-generation mobile internet infrastructure and platform services, today announced the results of its 2023 Annual General Meeting, which was held on October 31, 2023, i |
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| October 31, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District |
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| September 29, 2023 |
Exhibit 99.1 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China To the Shareholders of Glory Star New Media Group Holdings Limited: You are cordially invited to attend the 2023 Annual General Meeting of Glory Star New Media Group Holdings Limited (the “Company”) on Tuesday, October 31, 20 |
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| September 29, 2023 |
Exhibit 99.2 |
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| September 29, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September, 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang Distr |
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| September 20, 2023 |
Glory Star New Media Group Holdings Limited Receives Nasdaq Minimum Bid Price Requirement Extension Exhibit 99.1 Glory Star New Media Group Holdings Limited Receives Nasdaq Minimum Bid Price Requirement Extension BEIJING, Sept. 20, 2023 (GLOBE NEWSWIRE) - Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (“Glory Star” or the “Company”), a leading provider of next-generation mobile internet infrastructure and platform services, today announced that on September 19, 2023, it received noti |
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| September 20, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September, 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang Distr |
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| September 5, 2023 |
Glory Star Announces Closing of $20 Million Strategic Investment Exhibit 99.1 Glory Star Announces Closing of $20 Million Strategic Investment BEIJING, September 5, 2023 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (“Glory Star”, the “Company” or “we”) (NASDAQ: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced that it closed its private placement pursuant to the Share Subscription Agreement, d |
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| September 5, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September, 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang Distr |
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| August 16, 2023 |
Glory Star Announces a New Round of $20 Million Strategic Investment at $2.48 per Share Exhibit 99.1 Glory Star Announces a New Round of $20 Million Strategic Investment at $2.48 per Share BEIJING, August 16, 2023 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (“Glory Star”, the “Company” or “we”) (NASDAQ: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced that it has entered into a Share Subscription Agreement with tw |
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| August 16, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August, 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District |
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| August 16, 2023 |
Exhibit 4.1 【买方】 关于 Glory Star New Media Group Holdings Limited 之 股份认购协议 二〇二三年 月 SHARE SUBSCRIPTION AGREEMENT [DATE], 2023 By and Among [Purchaser] and Glory Star New Media Group Holdings Limited 目录 Table of Contents 第 1 条 释义/ARTICLE 1 DEFINITIONS 2 第 2 条 股份发行/ARTICLE 2 ISSUANCE OF SHARES 4 第 3 条 先决条件/ARTICLE 3 CONDITIONS PRECEDENT 5 第 4 条 支付方式/ARTICLE 4 PAYMENT METHOD 5 第 5 条 陈述和保证/ARTICLE 5 REPR |
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| August 10, 2023 |
Exhibit 99.2 OPERATING AND FINANCIAL REVIEW AND PROSPECTS IN CONNECTION WITH THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2023 and JUNE 30, 2022 The following discussion and analysis should be read in conjunction with our unaudited consolidated financial statements and their related notes that appear elsewhere in this report on Form 6-K and with the d |
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| August 10, 2023 |
Exhibit 99.3 Glory Star Reports First Half Year 2023 Unaudited Financial Results BEIJING, August 10, 2023 /PRNewswire/ - Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (“Glory Star”, the “Company” or “we”), a leading digital media platform and content-driven e-commerce company in China, today announced its unaudited financial results for the first half year of 2023 ended June 30, 2023. |
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| August 10, 2023 |
Exhibit 99.1 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (In U.S. dollars in thousands, except share and per share data) June 30, 2023 December 31, 2022 Assets Current assets: Cash and cash equivalents $ 152,441 $ 70,482 Accounts receivable, net 67,159 98,034 Prepayment and other current assets 27,378 15,329 Total current assets 246,978 183,845 Non-c |
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| August 10, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| May 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G39973105 (CUSIP Number) Zhao Wang Zhong Sheng Ding Xin Investment Fund Management (Beijing) Co., Ltd. 6F Building 4, Wangjing Street Ch |
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| May 9, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May, 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, B |
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| May 9, 2023 |
Glory Star Announces Closing of its $60 Million Strategic Investment at $2.48 per Share Exhibit 99.1 Glory Star Announces Closing of its $60 Million Strategic Investment at $2.48 per Share BEIJING, May 9, 2023 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (“Glory Star”, the “Company” or “we”) (NASDAQ: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced that it closed its private placement with two institutional investo |
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| April 21, 2023 |
GSMG / Glory Star New Media Group Holdings Limited / SHAH CAPITAL MANAGEMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, of par value $.0001 per share (Title of Class of Securities) G39973105 (CUSIP Number) April 20, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropria |
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| April 21, 2023 |
EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| April 18, 2023 |
Exhibit 99.1 Glory Star Announces Signing of $60 Million Strategic Investment with Two Institutional Investors at $2.48 per Share BEIJING, April 18, 2023 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (“Glory Star”, the “Company” or “we”) (NASDAQ: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced that it has entered into a Share Su |
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| April 18, 2023 |
Form of Share Subscription Agreement dated April 18, 2023 Exhibit 4.1 【买方】 关于 Glory Star New Media Group Holdings Limited 之 股份认购协议 2023年 4 月 18日 SHARE SUBSCRIPTION AGREEMENT April 18, 2023 By and Among [Purchaser] and Glory Star New Media Group Holdings Limited 目录 Table of Contents 第1条 释义/ARTICLE 1 DEFINITIONS 2 第2条 股份发行/ARTICLE 2 ISSUANCE OF SHARES 4 第3条 先决条件/ARTICLE 3 CONDITIONS PRECEDENT 4 第4条 支付方式/ARTICLE 4 PAYMENT METHOD 5 第 5 条 陈述和保证/ARTICLE 5 REPR |
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| April 18, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April, 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| April 11, 2023 |
Response Letter, dated April 7, 2023, by Parent. Exhibit (d)(7) April 7, 2023 Via Email The Special Committee of the Board of Directors Glory Star New Media Group Holdings Limited 22F, Block B, Xinhua Technology Building, No. |
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| April 11, 2023 |
Parent Response Letter to the Notice of Termination dated April 7, 2023 Exhibit 2 April 7, 2023 Via Email The Special Committee of the Board of Directors Glory Star New Media Group Holdings Limited 22F, Block B, Xinhua Technology Building, No. |
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| April 11, 2023 |
JOINT FILING TERMINATION AGREEMENT Exhibit 3 JOINT FILING TERMINATION AGREEMENT This Termination Agreement (“Termination Agreement”) is made and entered into as of April 11, 2023, by and among each of the undersigned (each a “Party,” and collectively the “Parties”). |
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| April 11, 2023 |
Notice of Termination, dated April 6, 2023, by the Company. Exhibit (d)(6) April 6, 2023 Via Overnight Delivery 22F, Block B, Xinhua Technology Building No. |
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| April 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 3) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Glory Star New Media Group Holdings Limited (Name of the Issuer) Glory Star New Media Group Holdings Limited Cheers Inc. GSMG Ltd. Happy Starlight Limited Bing Zhang Enjoy Starlight Limited Jia Lu Shah C |
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| April 11, 2023 |
Exhibit 1 April 6, 2023 Via Overnight Delivery 22F, Block B, Xinhua Technology Building No. |
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| April 11, 2023 |
Glory Star New Media Group Holdings Limited Announces Termination of Merger Agreement Exhibit 99.1 Glory Star New Media Group Holdings Limited Announces Termination of Merger Agreement BEIJING, April 11, 2023 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (“Glory Star”, the “Company” or “we”) (NASDAQ: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced the termination of that certain Agreement and Plan of Merger, date |
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| April 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G39973105 (CUSIP Number) Bing Zhang 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxian |
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| April 11, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April, 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| April 3, 2023 |
Glory Star New Media Group Holdings Limited Announces Results of its Annual General Meeting Exhibit 99.1 Glory Star New Media Group Holdings Limited Announces Results of its Annual General Meeting BEIJING, April 3, 2023 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (“Glory Star”, the “Company” or “we”) (NASDAQ: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced the results of its Annual General Meeting (2022), which was h |
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| April 3, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April, 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| March 24, 2023 |
Exhibit 99.1 Glory Star New Media Group Holdings Limited Receives Nasdaq Notice of Deficiency Regarding Minimum Bid Price Requirement BEIJING, March 24, 2023 /PRNewswire/ - Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (“Glory Star” or the “Company”), a leading digital media platform and content-driven e-commerce company in China, today announced that on March 22, 2023, it received a |
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| March 24, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March, 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| March 23, 2023 |
EXHIBIT 12.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bing Zhang, certify that: 1. I have reviewed this annual report on Form 20-F/A of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary |
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| March 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A (Amendment No. 1) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE |
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| March 23, 2023 |
EXHIBIT 13.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the “Company”) on Form 20-F/A for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bing Zhang, Chief Executive Officer and |
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| March 22, 2023 |
Exhibit 15.1 Assentsure PAC 80 South Bridge Road 06-02 Golden Castle Building Singapore 058710 www.assentsure.com.sg CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File No. 333- 237788) and Form F-3 (No. 333-248554) of Glory Star New Media Group Holdings Limited (the “Company”) of our report d |
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| March 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC |
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| March 22, 2023 |
Exhibit 15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File No. 333-237788) and Form F-3 (No. 333-248554) (collectively, the “Registration Statements”) of Glory Star New Media Group Holdings Limited (the “Company”) of our report dated March 29, 2021 (except for Notes 1 and 15, as to which |
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| March 22, 2023 |
EXHIBIT 12.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bing Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to |
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| March 22, 2023 |
Consent of Jingtian & Gongcheng* Exhibit 15.3 March 22, 2023 To: Glory Star New Media Group Holdings Limited (the “Company”) 22F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road Jiuxianqiao, Chaoyang District, Beijing China 100016 Ladies and Gentlemen: We hereby consent to the reference of our name under the headings “Note”, “Item 3. Key Information—D. Risk Factors—Risks Related to Our Corporate Structure”, and “ |
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| March 22, 2023 |
EXHIBIT 13.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the “Company”) on Form 20-F for the year ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bing Zhang, Chief Executive Officer and Ch |
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| February 24, 2023 |
Exhibit 99.1 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China To the Shareholders of Glory Star New Media Group Holdings Limited: You are cordially invited to attend the Annual General Meeting (2022) of Glory Star New Media Group Holdings Limited (the “Company”) on Friday, March 31, 202 |
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| February 24, 2023 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February, 2023 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang Distri |
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| February 24, 2023 |
Exhibit 99.2 |
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| February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) GLORY STAR NEW MEDIA GROUP HOLDINGS (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G88950 103 (CUSIP Number) Alexander Donnelly Maven Investment Partners Ltd Level 7, 155 Bishopsgate London, United Kingdom, |
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| November 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) GLORY STAR NEW MEDIA GROUP HOLDINGS (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G88950 103 (CUSIP Number) Alexander Donnelly Maven Investment Partners Ltd Level 7, 155 Bishopsgate London, United Kingdom, |
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| October 27, 2022 |
Glory Star Announces Shareholders’ Approval of Merger Agreement Exhibit 99.1 Glory Star Announces Shareholders’ Approval of Merger Agreement BEIJING, China, October 27, 2022 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (“Glory Star” or the “Company”) (Nasdaq: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced that at the general meeting of shareholders held today, the Company’s shareholders vo |
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| October 27, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District |
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| October 4, 2022 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be |
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| October 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 GLORY STAR NEW MEDIA GROUP HOLDINGS (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G88950 103 (CUSIP Number) Alexander Donnelly Maven Investment Partners Ltd Level 7, 155 Bishopsgate London, United Kingdom, EC2M 3TQ +44 20 3763 |
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| September 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 2) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Glory Star New Media Group Holdings Limited (Name of the Issuer) Glory Star New Media Group Holdings Limited Cheers Inc. GSMG Ltd. Happy Starlight Limited Bing Zhang Enjoy Starlight Limited Jia Lu Shah C |
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| September 26, 2022 |
Exhibit 99(a)(1) Glory Star New Media Group Holdings Limited September 26, 2022 Shareholders of Glory Star New Media Group Holdings Limited Re: Notice of General Meeting of Shareholders Dear Shareholder: You are cordially invited to attend a general meeting of shareholders of Glory Star New Media Group Holdings Limited (the ?Company?) to be held on October 27, 2022 at 10:00 a. |
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| September 22, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang Distri |
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| September 22, 2022 |
Glory Star Announces General Meeting of Shareholders Exhibit 99.1 Glory Star Announces General Meeting of Shareholders BEIJING, China, September 22, 2022 /PRNewswire/ - Glory Star New Media Group Holdings Limited (?Glory Star? or the ?Company?) (Nasdaq: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced that it has called a general meeting of shareholders (the ?General Meeting?), to be held on Oct |
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| September 13, 2022 |
Exhibit 99(c)(2) Presentation to the Special Committee of the Board of Directors July 11, 2022 Disclaimer i This presentation was prepared on a confidential basis exclusively for the benefit and use of the Special Committee (the ?Spe cia l Committee?) of the Board of Directors (the ?Board?) of Glory Star New Media Group Holdings Limited (the ?Company?, ?GSMG?) in connection with th e T ransaction, as defined in the agreement and plan of merger (the ?Agreement?), dated July 11, 2022, by and between Cheers Inc. |
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| September 13, 2022 |
霍金路偉律師行 Hogan Lovells 11th Floor, One Pacific Place 88 Queensway Hong Kong 霍金路偉律師行 香港金鐘道88號 太古廣場一座11樓 T 電話 +852 2219 0888 F 傳真 +852 2219 0222 DX No 225017 Wanchai 1 www. |
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| September 13, 2022 |
Exhibit 99(a)(1) Glory Star New Media Group Holdings Limited , 2022 Shareholders of Glory Star New Media Group Holdings Limited Re: Notice of General Meeting of Shareholders Dear Shareholder: You are cordially invited to attend a general meeting of shareholders of Glory Star New Media Group Holdings Limited (the ?Company?) to be held on , 2022 at a. |
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| September 13, 2022 |
Exhibit 107 EX-FILING FEES Calculation of Filing Fee Tables Schedule 13E-3 (Form Type) Glory Star New Media Group Holdings Limited (Exact Name of Registrant as Specified in its Charter) Table 1 ? Transaction Value Transaction Valuation Fee rate Amount of Filing Fee Fees to Be Paid US$ 28,763,815. |
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| September 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 1) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Glory Star New Media Group Holdings Limited (Name of the Issuer) Glory Star New Media Group Holdings Limited Cheers Inc. GSMG Ltd. Happy Starlight Limited Bing Zhang Enjoy Starlight Limited Jia Lu Shah C |
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| August 8, 2022 |
Exhibit 99(c)(2) Presentation to the Special Committee of the Board of Directors July 11, 2022 Disclaimer i This presentation was prepared on a confidential basis exclusively for the benefit and use of the Special Committee (the ?Spe cia l Committee?) of the Board of Directors (the ?Board?) of Glory Star New Media Group Holdings Limited (the ?Company?, ?GSMG?) in connection with th e T ransaction, as defined in the agreement and plan of merger (the ?Agreement?), dated July 11, 2022, by and between Cheers Inc. |
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| August 8, 2022 |
Exhibit 107 EX-FILING FEES Calculation of Filing Fee Tables Schedule 13E-3 (Form Type) Glory Star New Media Group Holdings Limited (Exact Name of Registrant as Specified in its Charter) Table 1 ? Transaction Value Transaction Valuation Fee rate Amount of Filing Fee Fees to Be Paid US$ 28,763,815. |
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| August 8, 2022 |
Exhibit 99(a)(1) Glory Star New Media Group Holdings Limited , 2022 Shareholders of Glory Star New Media Group Holdings Limited Re: Notice of General Meeting of Shareholders Dear Shareholder: You are cordially invited to attend a general meeting of shareholders of Glory Star New Media Group Holdings Limited (the ?Company?) to be held on , 2022 at a. |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Glory Star New Media Group Holdings Limited (Name of the Issuer) Glory Star New Media Group Holdings Limited Cheers Inc. GSMG Ltd. Happy Starlight Limited Bing Zhang Enjoy Starlight Limited Jia Lu Shah Capital Management, |
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| July 29, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July, 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| July 26, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July, 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| July 26, 2022 |
EX-99.1 2 ea163335ex99-1glorystar.htm PRESS RELEASE "GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED REGAINS COMPLIANCE WITH NASDAQ MINIMUM BID PRICE REQUIREMENT" DATED JULY 26, 2022. Exhibit 99.1 Glory Star New Media Group Holdings Limited Regains Compliance with Nasdaq Minimum Bid Price Requirement BEIJING, July 26, 2022 /PRNewswire/ - Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (“Glo |
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| July 22, 2022 |
Glory Star Reports First Half Year 2022 Unaudited Financial Results Exhibit 99.1 Glory Star Reports First Half Year 2022 Unaudited Financial Results Beijing, July 22, 2022 (PRNewswire) ? Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (?Glory Star?, the ?Company? or ?we?), a leading digital media platform and content-driven e-commerce company in China, today announced its unaudited financial results for the first half year of 2022 ended June 30, 2022. F |
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| July 22, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, B |
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| July 12, 2022 |
Exhibit 99.2 LIMITED GUARANTEE This Limited Guarantee (this ?Limited Guarantee?), dated as of July 11, 2022, is made by [Guarantor] (the ?Guarantor?), a [Jurisdiction of Guarantor], in favor of Glory Star New Media Group Holdings Limited, an exempted company incorporated with limited liability under the Laws of the Cayman Islands (the ?Guaranteed Party?). Each capitalized term used and not defined |
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| July 12, 2022 |
Exhibit 99.4 VOTING PROXY This voting proxy (this ?Proxy?) is made on July 11, 2022, by and among the Rollover Investor(s) listed on the signature page hereto (collectively, the ?Rollover Investor?) and Cheers Inc., an exempted company incorporated with limited liability under the laws of the Cayman Islands (?Parent?). The Rollover Investor and Parent are collectively referred to as the ?Parties? |
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| July 12, 2022 |
EQUITY COMMITMENT LETTER [SPONSOR] [address] Exhibit 99.3 EQUITY COMMITMENT LETTER [SPONSOR] [address] July 11, 2022 CHEERS INC. Ladies and Gentlemen: Reference is made to that certain Agreement and Plan of Merger, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the ?Merger Agreement?), by and among Cheers Inc., an exempted company incorporated with limited liability under the Laws of |
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| July 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G39973105 (CUSIP Number) Bing Zhang 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxian |
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| July 12, 2022 |
Exhibit 99.6 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and further agree that this joint filing agreement shall be included as an exhibit to such joint filing, and that all subsequent amendments |
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| July 12, 2022 |
Exhibit 99.5 INTERIM INVESTORS AGREEMENT This INTERIM INVESTORS AGREEMENT (the ?Agreement?) is made as of July 11, 2022, by and among Happy Starlight Limited, a company incorporated in the British Virgin Islands (the ?Lead Investor?), Yuemintou Huiqiao No. 9 (Shenzhen) Investment Partnership (Limited Partnership) (???????(??)??????(????)), a limited liability partnership incorporated in the People |
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| July 11, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, B |
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| July 11, 2022 |
Glory Star Enters into a Definitive Agreement for Going-Private Transaction Exhibit 99.1 Glory Star Enters into a Definitive Agreement for Going-Private Transaction BEIJING, China, July 11, 2022 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (?Glory Star? or the ?Company?) (Nasdaq: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced that it has entered into a definitive Agreement and Plan of Merger (the ?Mer |
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| July 11, 2022 |
Exhibit 99.2 AGREEMENT AND PLAN OF MERGER by and between CHEERS INC. GSMG LTD. and GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED dated as of July 11, 2022 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 2 Section 1.1 Certain Definitions 2 Section 1.2 Terms Defined Elsewhere 7 Section 1.3 Interpretation 8 ARTICLE II THE MERGER 9 Section 2.1 The Merger 9 Section 2.2 Closing 9 Section 2 |
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| May 20, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May, 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, B |
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| May 20, 2022 |
Exhibit 99.1 Glory Star New Media Group Holdings Limited Receives Nasdaq Notice of Deficiency Regarding Minimum Bid Price Requirement BEIJING, May 20, 2022 /PRNewswire/ - Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (?Glory Star? or the ?Company?), a leading digital media platform and content-driven e-commerce company in China, today announced that on May 19, 2022, it received a writ |
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| April 22, 2022 |
Exhibit 2 Support Agreement This SUPPORT AGREEMENT (this ?Agreement?) is entered into on April 22, 2022, by and between: 1) Happy Starlight Limited, a company incorporated in the British Virgin Islands and controlled by Mr. |
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| April 22, 2022 |
Joint Filing Agreement between the Reporting Persons Exhibit 3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and further agree that this joint filing agreement shall be included as an exhibit to such joint filing, and that all subsequent amendments to this statement shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| April 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G39973105 (CUSIP Number) Bing Zhang 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxian |
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| April 22, 2022 |
Exhibit 1 Support Agreement This SUPPORT AGREEMENT (this ?Agreement?) is entered into on April 22, 2022 by and between: 1) Happy Starlight Limited, a company incorporated in the British Virgin Islands and controlled by Mr. |
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| April 8, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April, 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| March 29, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No.8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, B |
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| March 29, 2022 |
Glory Star Announces Appointment of Financial Advisor and Legal Counsel to the Special Committee Exhibit 99.1 Glory Star Announces Appointment of Financial Advisor and Legal Counsel to the Special Committee BEIJING, China, March 29, 2022 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (?Glory Star? or the ?Company?) (Nasdaq: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced that the independent special committee (the ?Special C |
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| March 22, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number: 001-38876 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No.8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, B |
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| March 22, 2022 |
Glory Star Announces Formation of Special Committee Exhibit 99.1 Glory Star Announces Formation of Special Committee BEIJING, China, March 22, 2022 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (?Glory Star? or the ?Company?) (Nasdaq: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced that its Board of Directors has formed a special committee consisting of two independent directors, |
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| March 14, 2022 |
Glory Star Announces Receipt of Non-Binding Going Private Proposal Exhibit 99.1 Glory Star Announces Receipt of Non-Binding Going Private Proposal BEIJING, China, March 14, 2022 [/PRNewswire/] - Glory Star New Media Group Holdings Limited, (?Glory Star? or the ?Company?) (Nasdaq: GSMG), a leading digital media platform and content-driven e-commerce company in China, today announced that its Board of Directors has received a preliminary non-binding proposal letter |
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| March 14, 2022 |
6-K 1 ea156808-6kglorystarnew.htm REPORT OF FOREIGN PRIVATE ISSUER 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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Build |
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| March 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G39973105 (CUSIP Number) Bing Zhang 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxian |
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| March 8, 2022 |
EXHIBIT 15.1 Assentsure PAC 80 South Bridge Road 06-02 Golden Castle Building Singapore 058710 www.assentsure.com.sg CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File No. 333- 237788) and Form F-3 (No. 333-248554) of Glory Star New Media Group Holdings Limited (the ?Company?) of our report d |
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| March 8, 2022 |
Certifications of the Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act.* EXHIBIT 12.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bing Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to |
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| March 8, 2022 |
Certifications of the Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act.** EXHIBIT 13.2 CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the ?Company?) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Perry Lu, Chief Financial Officer of the C |
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| March 8, 2022 |
EX-15.2 8 f20f2021ex15-2glorystar.htm CONSENT OF FRIEDMAN LLP EXHIBIT 15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File No. 333-237788) and Form F-3 (No. 333-248554) (collectively, the “Registration Statements”) of Glory Star New Media Group Holdings Limited (the “Company”) of our repor |
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| March 8, 2022 |
Consent of Jingtian & Gongcheng* EXHIBIT 15.3 March 8, 2022 To: Glory Star New Media Group Holdings Limited (the ?Company?) 22F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road Jiuxianqiao, Chaoyang District, Beijing China 100016 Ladies and Gentlemen: We hereby consent to the reference of our name under the headings ?Note?, ? ?Item 3. Key Information?D. Risk Factors?Risks Related to Our Corporate Structure?, ?Ite |
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| March 8, 2022 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2022 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| March 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC |
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| March 8, 2022 |
Certifications of the Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act.** EXHIBIT 13.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the “Company”) on Form 20-F for the year ended December 31, 2021, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bing Zhang, Chief Executive Officer of the |
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| March 8, 2022 |
Glory Star Reports Full Year 2021 Financial Results Exhibit 99.1 Glory Star Reports Full Year 2021 Financial Results BEIJING, Mar. 8, 2022 /PRNewswire/ - Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (?Glory Star? or the ?Company?), a leading digital media platform and content-driven e-commerce company in China, today announced its financial results for the full year ended December 31, 2021. Full Year 2021 Operating Highlights ? Downlo |
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| March 8, 2022 |
Certifications of the Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act.* EXHIBIT 12.2 CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Perry Lu, certify that: 1. I have reviewed this annual report on Form 20-F of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to m |
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| March 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G88950103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the approp |
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| February 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G39973105 (CUSIP Number) January 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| February 11, 2022 |
EX-99.1 2 ea155151ex99-1glorystar.htm JOINT FILING AGREEMENT EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement shall be filed on behalf of e |
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| January 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, of par value $.0001 per share (Title of Class of Securities) G39973105 (CUSIP Number) January 14, 2022 (Date of Event Which Requires Filing of This Statement) Check the appropr |
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| January 19, 2022 |
EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| January 4, 2022 |
EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| January 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, of par value $.0001 per share (Title of Class of Securities) G39973105 (CUSIP Number) December 14, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropr |
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| December 21, 2021 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of December 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang Distric |
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| December 21, 2021 |
Glory Star Announces Results of 2021 Annual General Meeting EX-99.1 2 ea152671ex99-1glorystar.htm PRESS RELEASE, DATED DECEMBER 21, 2021, REGARDING RESULTS OF 2021 ANNUAL GENERAL MEETING Exhibit 99.1 Glory Star Announces Results of 2021 Annual General Meeting BEIJING, Dec. 21, 2021 /PRNewswire/ - Glory Star New Media Group Holdings Limited, (“Glory Star”, the “Company” or “we”) (NASDAQ: GSMG), a leading digital media platform and content-driven e-commerce |
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| November 18, 2021 |
Exhibit 99.1 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China To the Shareholders of Glory Star New Media Group Holdings Limited: You are cordially invited to attend the Annual General Meeting of Glory Star New Media Group Holdings Limited (the ?Company?) on Saturday, December 18, 2021, |
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| November 18, 2021 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang Distric |
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| November 18, 2021 |
Exhibit 99.2 |
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| October 1, 2021 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October, 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang Distric |
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| September 16, 2021 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang Distri |
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| September 16, 2021 |
Exhibit 99.1 TABLE OF CONTENTS PAGE(S) Unaudited Consolidated Balance Sheets as of December 31, 2020 and June 30, 2021 F-2 Unaudited Consolidated Statements of Operations and Comprehensive Income/(Loss) for the six months ended June 30, 2020 and 2021 F-3 Unaudited Consolidated Statements of Changes in Shareholders? Equity for the six months ended June 30, 2020 and 2021 F-4 Unaudited Consolidated S |
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| September 16, 2021 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-256688 PROSPECTUS SUPPLEMENT No. 2 (To Prospectus Dated June 21, 2021) GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (incorporated in the Cayman Islands with limited liability) 56,810,652 Ordinary Shares This prospectus supplement (this ?Prospectus Supplement?) updates and supplements the prospectus dated June 21, 2021 (the Prospectus?), which fo |
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| August 26, 2021 |
Exhibit 4.1 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED WARRANT CERTIFICATE No.: OS- Number of Warrants: Original Issue Date: THIS WARRANT CERTIFICATE certifies that for value received, SUNPLUSWEN INTERNATIONAL HOLDINGS LIMITED or its registered assigns is entitled to subscribe for and purchase, during the Term (as hereinafter defined), the number of warrants specified above, each of which entitle |
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| August 26, 2021 |
PROSPECTUS SUPPLEMENT (To Prospectus dated September 14, 2020) Filed Pursuant to Rule 424(b)(5) File No. |
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| August 26, 2021 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August, 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District |
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| August 26, 2021 |
Exhibit 99.1 Glory Star New Media Group Holdings Limited Announces Subscription Agreement to purchase of up to $10,000,000 in Ordinary Shares and Warrants, at a fixed combined purchase price of $3.50. Beijing, August 26, 2021 (PRNewswire) ? Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (?Glory Star? or the ?Company?), a leading digital media platform and content-driven e-commerce comp |
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| August 26, 2021 |
Exhibit 10.1 Investor Name: Total Purchase Price: USD$ Combined Per Share-Warrant Price: USD$3.50 Number of Purchased Shares: Number of Warrants: SUBSCRIPTION AGREEMENT Glory Star New Media Group Holdings Limited 22F, Block B, Xinhua Technology Building No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China Ladies and Gentlemen: The undersigned (the ?Investor?) hereby confirm |
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| August 19, 2021 |
Glory Star Reports First Half Year 2021 Unaudited Financial Results Exhibit 99.1 Glory Star Reports First Half Year 2021 Unaudited Financial Results Beijing, August 19, 2021 (PRNewswire) ? Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (?Glory Star? or the ?Company?), a leading digital media platform and content-driven e-commerce company in China, today announced its unaudited financial results for the first half year of 2021 ended June 30, 2021. First |
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| August 19, 2021 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| August 10, 2021 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| August 10, 2021 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-256688 PROSPECTUS SUPPLEMENT No. 1 (To Prospectus Dated June 21, 2021) GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (incorporated in the Cayman Islands with limited liability) 56,810,652 Ordinary Shares This prospectus supplement (this ?Prospectus Supplement?) updates and supplements the prospectus dated June 21, 2021 (the Prospectus?), which fo |
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| August 10, 2021 |
Exhibit 99.1 August 10, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Glory Star New Media Group Holdings Limited CIK No: 0001738758 Dear Sir or Madam: We have read the Form 6-K dated August 10, 2021 of Glory Star New Media Group Holdings Limited (the ?Registrant?) and are in agreement with the statements contained therein as it pertains to our firm. We have |
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| June 22, 2021 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-256688 PROSPECTUS GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (incorporated in the Cayman Islands with limited liability) 56,810,652 Ordinary Shares Pursuant to this prospectus, the selling shareholders identified herein are offering on a resale basis an aggregate of 56,810,652 ordinary shares. We will not receive any of the proceeds from the s |
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| June 17, 2021 |
As filed with the Securities and Exchange Commission on June 17, 2021 As filed with the Securities and Exchange Commission on June 17, 2021 Registration 333-256688 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 17, 2021 |
GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building No. |
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| June 1, 2021 |
Certifications of the Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act.** EXHIBIT 13.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with this amendment to the Annual Report of Glory Star New Media Group Holdings Limited (the ?Company?) on Form 20-F for the year ended December 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Bing Zhang, Chief Execut |
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| June 1, 2021 |
Certifications of the Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act.* EXHIBIT 12.2 CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Perry Lu, certify that: 1. I have reviewed this amendment to annual report on Form 20-F of Glory Star New Media Group Holdings Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact n |
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| June 1, 2021 |
Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File No. 333-237788) and Form F-3 (No. 333-248554) of Glory Star New Media Group Holdings Limited (the “Company”) of our report dated March 29, 2021 (except for Notes 1 and 15, as to which the date is May 28, 2021) relating to the con |
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| June 1, 2021 |
As filed with the Securities and Exchange Commission on June 1, 2021 Registration 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 1, 2021 |
Certifications of the Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act.* EXHIBIT 12.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bing Zhang, certify that: 1. I have reviewed this amendment to annual report on Form 20-F of Glory Star New Media Group Holdings Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact |
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| June 1, 2021 |
Certifications of the Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act.** EXHIBIT 13.2 CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the amendment to Annual Report of Glory Star New Media Group Holdings Limited (the ?Company?) on Form 20-F for the year ended December 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Perry Lu, Chief Financial Off |
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| June 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F/A (Amendment No. 1) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE |
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| May 25, 2021 |
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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Be |
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| May 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G39973105 (CUSIP Number) Bing Zhang 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxian |
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| April 5, 2021 |
Glory Star Reports Full Year 2020 Financial Results Exhibit 99.1 Glory Star Reports Full Year 2020 Financial Results Beijing, March 29, 2021 - Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (?Glory Star? or the ?Company?), a leading mobile and online digital media and entertainment company in China, today announced its financial results for the full year ended December 31, 2020. Full Year 2020 Operating Highlights ? Downloads of the CHE |
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| April 5, 2021 |
Current Report of Foreign Issuer - REPORT OF FOREIGN PRIVATE ISSUER 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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| March 29, 2021 |
Certifications of the Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act.* EXHIBIT 12.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bing Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to |
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| March 29, 2021 |
Exhibit 4.16 THIS AMENDED AND RESTATED PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBS |
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| March 29, 2021 |
Certifications of the Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act.** EXHIBIT 13.2 CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the ?Company?) on Form 20-F for the year ended December 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Perry Lu, Chief Financial Officer of the C |
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| March 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC |
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| March 29, 2021 |
Certifications of the Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act.** EXHIBIT 13.1 CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the ?Company?) on Form 20-F for the year ended December 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Bing Zhang, Chief Executive Officer of the |
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| March 29, 2021 |
Certifications of the Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act.* EXHIBIT 12.2 CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Perry Lu, certify that: 1. I have reviewed this annual report on Form 20-F of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to m |
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| March 29, 2021 |
Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File No. 333-237788) and Form F-3 (No. 333-248554) of Glory Star New Media Group Holdings Limited (the ?Company?) of our report dated March 29, 2021 relating to the consolidated balance sheets of the Company as of December 31, 2019 an |
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| March 26, 2021 |
Exhibit 99.1 Glory Star New Media Holdings Limited Announces Closing of Underwriters? Over-Allotment Option in Connection with its Underwritten Public Offering BEIJING, March 26, 2021 (GLOBE NEWSWIRE) - Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (?Glory Star? or the ?Company?), a leading mobile and online digital media and entertainment company in China, announced that on March 25, |
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| March 26, 2021 |
Current Report of Foreign Issuer - CURRENT REPORT 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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, |
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| February 24, 2021 |
Current Report of Foreign Issuer - REPORT OF FOREIGN PRIVATE ISSUER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K/A (Amendment No. 1 to Form 6-K filed on February 23, 2021) REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, |
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| February 23, 2021 |
Current Report of Foreign Issuer - REPORT OF FOREIGN PRIVATE ISSUER 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 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2021 Commission File Number: 001-38631 GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED 22F, Block B, Xinhua Technology Building, No. 8 Tuofangying South Road, Jiuxianqiao, Chaoyang Distric |
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| February 23, 2021 |
Exhibit 1.1 3,810,976 ORDINARY SHARES and 3,810,976 Warrants of GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED UNDERWRITING AGREEMENT February 22, 2021 Univest Securities, LLC As the Representative of the Several underwriters, if any, named in Schedule I hereto 375 Park Avenue, Suite 1502 New York, New York 10152 Ladies and Gentlemen: The undersigned, Glory Star New Media Group Holdings Limited, a Ca |
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| February 23, 2021 |
Exhibit 4.1 ORDINARY SHARE PURCHASE WARRANT Glory Star New Media Group Holdings Limited Warrant Shares: Initial Exercise Date: February 24, 2021 THIS ORDINARY SHARE PURCHASE WARRANT (the ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after |
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| February 23, 2021 |
Exhibit 4.2 ORDINARY SHARE PURCHASE WARRANT Glory Star New Media Group Holdings Limited Warrant Shares: Original Issue Date: February , 2021 Initial Exercise Date: August , 2021 THIS ORDINARY SHARE PURCHASE WARRANT (the ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter s |
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| February 23, 2021 |
Exhibit 99.1 Glory Star New Media Group Holdings Limited Announces Pricing of $12.5 Million Underwritten Public Offering BEIJING, February 22, 2021 (GLOBE NEWSWIRE) - Glory Star New Media Group Holdings Limited (NASDAQ: GSMG) (?Glory Star? or the ?Company?), a leading mobile and online digital media and entertainment company in China, today announced that it has priced an underwritten public offer |
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| February 23, 2021 |
PROSPECTUS SUPPLEMENT (To Prospectus dated September 14, 2020) Filed Pursuant to Rule 424(b)(5) Registration No. |
