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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 2016

Commission File Number: 001-36901

Videocon d2h Limited

(Translation of registrant’s name into English)

1st Floor, Techweb Centre

New Link Road

Oshiwara Jogeshwari (West)

Mumbai 400 102 Maharashtra, India

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F  x            Form 40-F  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ¨

CONTENTS

Exhibit

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Exhibit 99.1

Videocon d2h Limited

Quarter Ended September 30, 2016

Earnings Release

Adjusted EBITDA¹ grew 37.3% year on year to INR 2.63 billion

Net subscriber² base stood at 12.52 million

Mumbai, October 26, 2016 – Videocon d2h Limited (NASDAQ: VDTH) (“Videocon d2h” or the “Company”) announced its financial results for the quarter ended September 30, 2016. These results reflect the Company’s change in accounting treatment of entertainment tax effective April 1, 2016.

Highlights for the quarter ended September 30, 2016:

Commenting on the results, Executive Chairman of Videocon d2h, Mr. Saurabh Dhoot, said “I’m pleased to report a terrific quarter with over 37% increase in EBITDA year on year, in spite of the previously announced increase in taxes which impacted ARPU. Our quarterly results performance is consistent with our five point strategy to 1) grow subscriber base, 2) enhance subscriber monetization, 3) focus on localization and premium services, 4) lead the market in technological innovation and 5) enhance operational efficiencies and improve margins. These imperatives are driving our success at creating sustainable shareholder value.

“We are excited and fully prepared to seize the significant subscriber growth opportunity ahead of us through our leading distribution, customer service and differentiated content offering, supported by a strong balance sheet.

“We achieved positive profit after tax and turned free cash flow positive during the current fiscal year, which we believe is a great achievement.”

Speaking on the business outlook, Mr. Anil Khera, CEO of Videocon d2h said “We are extremely excited with the business growth opportunities ahead of the company. We welcome the regulators’ initiative to review and draft a tariff order that aims to create complete transparency in carriage and content deals and bring in commercial parity amongst distribution platforms.”

Financial Summary:

(In INR million, unless otherwise indicated)

During the quarter ended September 30, 2016, subscription and activation revenue came in at INR 7.11 billion. Revenue from operations came in at INR 7.76 billion. On a like to like basis, using the Company’s former accounting treatment of entertainment tax which it applied prior to April 1, 2016, revenue from operations for Q2 FY17 would have been INR 8.32 billion, which is up 20.6% year on year and subscription and activation revenue for Q2 FY17 would have been INR 7.67 billion, which is up 21.9% year on year.

Adjusted EBITDA grew 37.3% year on year to INR 2.63 billion. Adjusted EBITDA margin came in at 33.8% during the quarter. On a like to like basis, using the Company’s former accounting treatment of entertainment tax which it applied prior to April 1, 2016, EBITDA margin for Q2 FY17 would have been 31.5%, which is up 380 basis points year on year.

Content cost came in at 38.7% of revenue. On a like to like basis, using the Company’s former accounting treatment of entertainment tax which it applied prior to April 1, 2016, content cost as percentage of revenue during Q2 FY17 would have been 36.1%, which has improved 200 basis points year on year.

The Company reported profit after tax of INR 148 million during the quarter. This compares to a net loss of INR 246 million during the second quarter of fiscal 2016.

The Company added 0.59 million gross subscribers and 0.23 million net subscribers during the second quarter of fiscal 2017. Net subscribers totaled 12.52 million as of September 30, 2016. Churn came in at 0.95% per month for the quarter as compared to 1.19% during the same quarter last year.

ARPU came in at INR 209. Effective April 1, 2016, ARPU is calculated by dividing revenue from operations by the average of the Company’s net subscribers for the period. Prior to April 1, 2016, ARPU was calculated by dividing the Company’s subscription and activation revenue by the average of its net subscribers for the period. Subscription and activation charges were considered on a gross basis without netting off the recharge margins or discounts provided to the distributors. The Company revised its calculation of ARPU in order to simplify its ARPU calculation in accordance with feedback received from certain of its investors. On a like to like basis, using the Company’s former definition of ARPU which it applied prior to April 1, 2016, ARPU would have been INR 216. The expected increase in indirect taxes due to implementation of Krishi Kalyan cess (agri-welfare tax) starting June 1, 2016 impacted ARPU during the quarter.

Subscriber acquisition costs in the form of hardware subsidies were INR 1,869 per subscriber.

The Company had term loans of INR 19.12 billion and total cash and short term investments of INR 3.76 billion as of September 30, 2016.

Conference Call: Dial-in Details

The results conference call time and details are provided below.

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Forward looking statements

This earnings release may contain forward-looking statements, as defined in the safe harbor provisions of the US Private Securities Litigation Reform Act of 1995. In addition to statements which are forward-looking by reason of context, the words “may”, “will”, “should”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential”, or “continue” and similar expressions identify forward-looking statements. We caution you that reliance on any forward-looking statement involves risks and uncertainties that might cause actual results to differ materially from those expressed or implied by such statements. These and other factors are more fully discussed in the Videocon d2h’s registration statement on Form F-4 filed with the SEC and available at http://www.sec.gov. All information provided in this earnings release is as of the date hereof, unless the context otherwise requires. Other than as required by law, Videocon d2h does not undertake to update any forward-looking statements or other information in this earnings release.

Q2 FY17 financial results are available on the SEC web site and company web site www.ir.videocond2h.com

Investor relations contact:

Videocon d2h Limited

Earning Release for the half year and quarter ended September 30, 2016

* Not annualized.

Non-GAAP Measures

Earning before interest, tax and depreciation and amortization (EBITDA)

¹ EBITDA presented in this earnings release, is a supplemental measure of performance and liquidity that is not required by or represented in accordance with the IFRS. Furthermore, EBITDA is not a measure of financial performance or liquidity under IFRS and should not be considered as an alternative to profit after tax, operating income or other income or any other performance measures derived in accordance with the IFRS or as an alternative to cash flow from operating activities or as a measure of liquidity. In addition, EBITDA is not a standardized term, hence direct comparison between companies using the same term may not be possible. Other companies may calculate EBITDA differently from the Company, limiting their usefulness as comparative measures. The Company believes that EBITDA helps identify underlying trends in the Company’s business that could otherwise be distorted by the effect of the expenses that are excluded when calculating EBITDA. The Company believes that EBITDA enhances the overall understanding of its past performance and future prospects and allows for greater visibility with respect to key metrics used by its management in its financial and operational decision-making.

² Adjusted EBITDA is calculated after impact of ESOP Plan 2014. Adjusted EBITDA presented in this earnings release, is a supplemental measure of performance and liquidity that is not required by or represented in accordance with the IFRS. Furthermore, Adjusted EBITDA is not a measure of financial performance or liquidity under IFRS and should not be considered as an alternative to profit after tax, operating income or other income or any other performance measures derived in accordance with the IFRS or as an alternative to cash flow from operating activities or as a measure of liquidity. In addition, Adjusted EBITDA is not a standardized term, hence direct comparison between companies using the same term may not be possible. Other companies may calculate Adjusted EBITDA differently from the Company, limiting their usefulness as comparative measures. The Company believes that Adjusted EBITDA helps identify underlying trends in the Company’s business that could otherwise be distorted by the effect of the expenses that are excluded when calculating Adjusted EBITDA. The Company believes that Adjusted EBITDA enhances the overall understanding of its past performance and future prospects and allows for greater visibility with respect to key metrics used by its management in its financial and operational decision-making.

Videocon d2h Limited

Statement of Financial Position