-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GMTQRTW6xPZb2ZbIuZdfThIcy7GPU0DOlolkTP4o6rUTqfHuathg6cGZ5MxAWgYH ZVCKuFQfnNNupOAcH/lx5Q== 0000947871-07-001274.txt : 20071009 0000947871-07-001274.hdr.sgml : 20071008 20071005214527 ACCESSION NUMBER: 0000947871-07-001274 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 20071009 DATE AS OF CHANGE: 20071005 GROUP MEMBERS: CALIFORNIA U.S. HOLDINGS, INC. GROUP MEMBERS: INFOGRAMES ENTERTAINMENT SA FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: INFOGRAMES ENTERTAINMENT SA CENTRAL INDEX KEY: 0001100953 IRS NUMBER: 000000000 STATE OF INCORPORATION: CA FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 82-84, RUE DU LER MARS 1943 STREET 2: FRANCE CITY: FRANCE STATE: A1 ZIP: 00000 MAIL ADDRESS: STREET 1: 82-84, RUE DU LER MARS 1943 STREET 2: FRANCE CITY: FRANCE STATE: A1 ZIP: 00000 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ATARI INC CENTRAL INDEX KEY: 0001002607 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 133689915 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-47017 FILM NUMBER: 071160575 BUSINESS ADDRESS: STREET 1: 417 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 2127266500 MAIL ADDRESS: STREET 1: 417 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: INFOGRAMES INC DATE OF NAME CHANGE: 20000511 FORMER COMPANY: FORMER CONFORMED NAME: GT INTERACTIVE SOFTWARE CORP DATE OF NAME CHANGE: 19951023 SC 13D/A 1 sc13da_100507-atari.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549, U.S.A.

SCHEDULE 13D

under the Securities Exchange Act of 1934

(Amendment No. 12)

ATARI, INC.

(F/K/A INFOGRAMES, INC., F/K/A GT INTERACTIVE SOFTWARE CORP.)

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

04651M 10 5

(CUSIP Number)

Thomas Schmider

Infogrames Entertainment SA

1 place Verrazzano

69252 Lyon Cedex 09 France

+33 (0) 4 37 64 30 00

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

October 5, 2007

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this Schedule because of Rule 13d-1(b)(3) or (4), check the following box o.

Check the following box if a fee is being paid with this statement o.

Schedule 13D

1	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON			INFOGRAMES ENTERTAINMENT SA

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)			(a) o (b) o

3	SEC USE ONLY

4	SOURCE OF FUNDS (SEE INSTRUCTIONS)			OO

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) to 2(e)			o

6	CITIZENSHIP OF PLACE OF ORGANIZATION			FRANCE

Number of shares beneficially owned by each reporting person with		7	SOLE VOTING POWER	6,926,245¹

		8	SHARED VOTING POWER	26,000²

		9	SOLE DISPOSITIVE POWER	6,926,245³

		10	SHARED DISPOSITIVE POWER	0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON			6,952,245⁴

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)			o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)			51.36%⁵

14	TYPE OF REPORTING PERSON			CO

_________________________

¹	Represents 6,926,245 shares of Common Stock (the “CUSH Owned Shares”) directly held by California U.S. Holdings, Inc., a wholly-owned subsidiary of Infogrames following the reverse split of the Company’s Common Stock on January 3, 2007.

²	Represents a proxy for the vote of 26,000 shares of Common Stock (the “Cayre Director Proxy Shares”) held by the Cayre family.

³	Represents the CUSH Owned Shares.

⁴	Includes (i) CUSH Owned Shares and (ii) the Cayre Director Proxy Shares.

⁵	Based on 13,477,920 shares of the Company’s Common Stock outstanding as of September 13, 2007.

1	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON			CALIFORNIA U.S. HOLDINGS, INC.

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)			(a) o (b) o

3	SEC USE ONLY

4	SOURCE OF FUNDS (SEE INSTRUCTIONS)			OO

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) to 2(e)			o

6	CITIZENSHIP OF PLACE OF ORGANIZATION			CALIFORNIA

Number of shares beneficially owned by each reporting person with		7	SOLE VOTING POWER	6,926,245⁶

		8	SHARED VOTING POWER	26,000⁷

		9	SOLE DISPOSITIVE POWER	6,926,245

		10	SHARED DISPOSITIVE POWER	0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON			6,952,245⁸

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)			o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)			51.36%⁹

14	TYPE OF REPORTING PERSON			CO

_________________________

⁶	Represents the 6,926,245 CUSH Owned Shares following the reverse split of the Company’s Common Stock on January 3, 2007.

⁷	Represents the 26,000 Cayre Director Proxy Shares.

⁸	Includes (i) CUSH Owned Shares and (ii) the Cayre Director Proxy Shares.

⁹	Based on 13,477,920 shares of the Company’s Common Stock outstanding as of September 13, 2007.

This Amendment No. 12 (“Amendment No. 12”) to the Schedule 13D filed on December 14, 1999, as amended by Amendment No. 1 filed with the Securities and Exchange Commission (the “SEC”) on January 10, 2000, as amended and restated by Amendment No. 2 filed with the SEC on May 26, 2000, as amended by Amendment No. 3 filed with the SEC on October 4, 2000, as amended by Amendment No. 4 filed with the SEC on January 8, 2001, as amended by Amendment No. 5 filed with the SEC on September 24, 2003, as amended by Amendment No. 6 filed with the SEC on February 24, 2004, as amended by Amendment No. 7 filed with the SEC on June 18, 2004, as amended by Amendment No. 8 filed with the SEC on January 14, 2005, as amended by Amendment No. 9 filed with the SEC on January 18, 2005, as amended by Amendment No. 10 filed with the SEC on September 22, 2005 and as amended by Amendment No. 11 filed with the SEC on April 18, 2006 (as so amended, the “Schedule 13D”), is filed by the undersigned to further amend the Schedule 13D. The Schedule 13D is filed with respect to the common stock, par value $.01 per share (the “Common Stock”) of Atari, Inc. (formerly known as Infogrames, Inc., formerly known as GT Interactive Software Corp.), a Delaware corporation (the “Company”). The address of the principal executive offices of Atari, Inc. is 417 Fifth Avenue, New York, NY 10016. Capitalized terms used and not defined in this Amendment No. 12 shall have the meanings ascribed to them in the Schedule 13D.

Except as specifically provided herein, this Amendment No. 12 does not modify any of the information previously reported in the Schedule 13D.

Item 2.

Identity and Background.

This item is hereby amended and restated in its entirety to read as follows:

(a)

Infogrames Entertainment SA (“Infogrames”) and California U.S. Holdings, Inc., a wholly-owned subsidiary of Infogrames (previously the Schedule 13D “Purchaser” and henceforth “CUSH”, and together with Infogrames, the “Filing Persons”).

(b)

The address of the principal office of Infogrames is 1, place Verrazzano, 69252 Lyon Cedex 09 France. The address of the principal office of CUSH is c/o Atari, Inc. 417 Fifth Avenue, New York, NY 10016.

(c)

The principal business activities of the Filing Persons is the holding of equity interests in companies engaged in the business of development and distribution of computer software.

(d)

During the past five years, neither Filing Person has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)

Neither Filing Person is, nor, during the last five years, was subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws as a result of a civil proceeding before a judicial or administrative body of competent jurisdiction nor has any such judicial or administrative body found either Filing Person was in violation of such laws.

(f)

Infogrames is a société anonyme organized under the laws of France. CUSH is a California corporation.

Set forth on Exhibit 1 to this Statement, and incorporated herein by reference, is the name, residence or business address, present principal occupation or employment, and citizenship, of each executive officer and director of the Filing Persons, and the name of any corporation or other organization in which such occupation or employment is conducted, together with the principal business and address of any such corporation or organization other than Infogrames or CUSH, as the case may be, for which such information is set forth.

To the best of the Filing Persons’ knowledge, and except as disclosed in Exhibit 99.8 to this Statement, none of the Filing Persons’ directors or executive officers, (a) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) has been a party to a civil proceeding before a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 4.

Purpose of the Transaction

Item 4 is amended to add the following paragraph:

On October 5, 2007, pursuant to the Certificate of Incorporation and By-laws of the Company and the Delaware General Corporate Law, the Filing Persons executed a written consent removing Messrs. James Ackerly, Ronald C. Bernard, Michael G. Corrigan, Dennis Guyennot and Ms. Ann E. Kronen as members of the Board of Directors. Although the consent is effective immediately, an information statement must be filed with the SEC and sent to stockholders of the Company at least 20 calendar days before action may be taken. The written consent was accompanied by a letter to the directors of the Company. A copy of the letter has been filed as an exhibit hereto.

The Filing Person is in the process of reviewing its investment on a regular basis and, as a result thereof, may at any time or from time to time determine, either alone or as part of a group, (a) to acquire additional securities of the Company, through open market purchases, privately negotiated transactions or otherwise, (b) to dispose of all or a portion of the securities of the Company owned by it in the open market, in privately negotiated transactions or otherwise, or (c) to take any other available course of action, which could involve one or more of the types of transactions. Any such acquisition or disposition or other transaction would be made in compliance with all applicable laws and regulations. In the event that the Filing Person were to sell a significant portion of its shares, it could give rise to the termination of the Distribution Agreement between the Company, Infogrames Europe SA and the Filing Person, dated October 2, 2000, which occurs on the latter of either seven years after the execution date of the agreement or such date that the Filing Person’s ownership interest in the voting stock of Atari was reduced to 25% or below.

In reaching any decision as to its course of action (as well as to the specific elements thereof), the Filing Person currently expects that it would take into consideration a variety of factors, including, but not limited to, the following: the Company’s business and prospects; other developments concerning the Company and its businesses generally; other business opportunities available to the Filing Person; changes in law and government regulations; general economic conditions; and money and stock market conditions, including the market price of the securities of the Company.

Item 5.

Interest in Securities of the Issuer

Item 5 is amended to add the following statements to each of the following paragraphs:

(a) The responses of the Filing Persons to Rows (11) through (13) of the cover pages of this Statement are incorporated herein by reference. The calculation of the following percentages is based on the number of shares of Common Stock disclosed as outstanding as of September 13, 2007, as reported by the Company in its annual report on Form 10-K for the year ended March 31, 2007 as filed with the SEC on September 13, 2007.

On January 3, 2007, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Certificate”) to the Company’s Restated Certificate of Incorporation. The Certificate became effective as of January 3, 2007 and effected a 1-for-10 reverse stock split of the Company’s issued and outstanding shares of Common Stock, par value $0.01 (the “Reverse Split”) and decreased the number of shares of Common Stock the Company is authorized to issue from 300,000,000 to 30,000,000. As of January 3, 2007, every 10 shares of the Company’s issued and outstanding Common Stock, $ 0.01 par value, automatically converted to one share of Common Stock, $0.10 par value.

Infogrames is the beneficial owner of 6,952,245 shares of Common Stock by virtue of its ownership of 100% of the capital stock of CUSH, such Common Stock representing 51.36% of the outstanding shares of the Company.

Except as disclosed in this Item 5(a), none of the Filing Persons nor, to the best of their knowledge, any of the persons listed on Exhibit 1 to this Statement beneficially owns any Shares or has the right to acquire any Shares.

(b) The responses of the Filing Persons to (i) Rows (7) through (10) of the cover pages of this Statement on Schedule 13D and (ii) Item 5(a) hereof are incorporated herein by reference.

Except as disclosed in this Item 5(b), none of the Filing Persons nor, to the best of their knowledge, any of the persons listed on Exhibit 1 to this Statement presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the Shares which they may be deemed to beneficially own.

Except as disclosed in this Statement, none of the Filing Persons nor, to the best of their knowledge, any of the persons listed on Exhibit 1 to this Statement has effected any transaction in the Shares during the past 60 days.

(d) To the best knowledge of the Filing Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares beneficially owned by the Filing Persons.

(e) Not applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

None

Item 7.

Materials to Be Filed as Exhibits

Exhibit 1	Chart Regarding Executive Officers and Directors of Filing Persons.*

Exhibit 2	Joint Filing Agreement between the Filing Persons. (Filed on 12/14/1999 as Exhibit 2 to Schedule 13D and incorporated herein by reference.)

Exhibit 3	Securities Purchase Agreement, dated as of November 15, 1999, among the Company and the Filing Persons. (Filed on 12/14/1999 as Exhibit 3 to Schedule 13D and incorporated herein by reference.)

Exhibit 4	Short Term Note of the Company in the Principal Amount of $25.0 million. (Filed on 12/14/1999 as Exhibit 4 to Schedule 13D and incorporated herein by reference.)

Exhibit 5	Warrant to Purchase 50,000 shares of Common Stock, issued to CUSH. (Filed on 12/14/1999 as Exhibit 5 to Schedule 13D and incorporated herein by reference.)

Exhibit 6	5% Subordinated Convertible Note of the Company, issued to CUSH. (Filed on 1/10/2000 as Exhibit 6 to Amendment No. 1 to Schedule 13D and incorporated herein by reference.)

Exhibit 7	Equity Purchase and Voting Agreement, dated as of November 15, 1999, among the Filing Persons and the GAP Entities. (Filed on 12/14/1999 as Exhibit 8 to Schedule 13D and incorporated herein by reference.)

Exhibit 8	Form of GAP Warrant. (Filed on 12/14/1999 as Exhibit 9 to Schedule 13D and incorporated herein by reference.)

Exhibit 9	Exchange Agreement, dated as of November 15, 1999, among the Company and the GAP Entities. (Filed on 12/14/1999 as Exhibit 10 to Schedule 13D and incorporated herein by reference.)

Exhibit 10	Form of Equity Purchase and Voting Agreements, dated as of November 15, 1999, among the Filing Persons and the members of the Cayre Group. (Filed on 12/14/1999 as Exhibit 11A to Schedule 13D and incorporated herein by reference.)


Exhibit 11	Note Purchase Agreement, dated as of November 15, 1999, between certain members of the Cayre Group and CUSH. (Filed on 12/14/1999 as Exhibit 11B to Schedule 13D and incorporated herein by reference.)

Exhibit 12	Right of First Offer Agreement, dated as of November 15, 1999, among CUSH and the Lenders. (Filed on 12/14/1999 as Exhibit 13 to Schedule 13D and incorporated herein by reference.)

Exhibit 13	Supplemental Agreement, dated May 19, 2000, between Edmondson, Ward and Infogrames. (Filed on 10/04/2000 as Exhibit 13 to Amendment No. 3 and incorporated herein by reference.)

Exhibit 14	Warrant Agreement, dated as of February 15, 2000, among the Company and CUSH, and Warrant to Purchase 45,000 shares of Common Stock (225,000 shares before Reverse Stock Split), issued to CUSH. (Filed on 10/04/2000 as Exhibit 14 to Amendment No. 3 and incorporated herein by reference.)

Exhibit 15	Second Amended and Restated Registration Rights Agreement, dated as of October 2, 2000, between CUSH and the Company. (Filed on 10/04/2000 as Exhibit 15 to Amendment No. 3 and incorporated herein by reference.)

Exhibit 16	Agreement and Plan of Merger, dated as of September 6, 2000, by and among the Company, Merger Sub, Infogrames, CUSH and INA. (Filed by the Company on 09/12/00 as Exhibit A to its Proxy Statement on Schedule 14C and incorporated herein by reference.)

Exhibit 17	Stock Purchase and Exchange Agreement, dated December 28, 2001, among Infogrames and the Sellers. (Filed on 01/04/2001 as Exhibit 16 to Amendment No. 4 and incorporated herein by reference.)

Exhibit 18	Convertible Subordinated Note issued by the Company to Infogrames, on December 28, 2001, in a principal amount of $40,812,000. (Filed on 01/04/2001 as Exhibit 17 to Amendment No. 4 and incorporated herein by reference.)

Exhibit 19	Convertible Subordinated Note issued by the Company to Infogrames, on December 28, 2001, in a principal amount of $9,188,000. (Filed on 01/04/2001 as Exhibit 18 to Amendment No. 4 and incorporated herein by reference.)

Exhibit 20	Trademark License Agreement, dated as of September 4, 2003, among Infogrames, Atari Interactive and the Company. (Filed by the Company on 09/05/03 as Exhibit 10.71 to its Registration Statement on Form S-2 and incorporated herein by reference.)


Exhibit 21	Agreement Regarding Satisfaction of Debt and License Amendment, dated as of September 4, 2003, among CUSH, Infogrames and the Company. (Filed by the Company on 09/18/03 as Exhibit 10.70 to its Registration Statement on Form S-2 and incorporated herein by reference.)

Exhibit 22	Underwriting Agreement, dated September 18, 2003, among the Company, Infogrames and UBS Securities LLC, Harris Nesbitt Gerard, Inc., and SoundView Technology Corporation, as Managing Underwriters. (Filed by the Company on 09/18/03 as Exhibit 1 to its Registration Statement on Form S-2 and incorporated herein by reference.)

Exhibit 23	ISDA Master Agreement, dated June 11, 2004, between CUSH and Nexgen. (Filed on 6/18/2004 as Exhibit 23 to Amendment 7 and incorporated herein by reference.)

Exhibit 24	Transaction Confirmation, dated June 11, 2004, between CUSH and Nexgen, as amended on June 15, 2004. (Filed on 6/18/2004 as Exhibit 24 to Amendment 7 and incorporated herein by reference.)

Exhibit 25	Amendment, dated June 15, 2004, to Transaction Confirmation, dated June 11, 2004, between CUSH and Nexgen. (Filed on 6/18/2004 as Exhibit 25 to Amendment 7 and incorporated herein by reference.)

Exhibit 26	Registration Rights Agreement, dated June 11, 2004, between CUSH and Nexgen. (Filed on 6/18/2004 as Exhibit 26 to Amendment 7 and incorporated herein by reference.)

Exhibit 99.1	Letter Agreement, dated October 28, 2004, between CUSH and Nexgen amending the Transaction Confirmation. (Filed on 1/14/2005 as Exhibit 99.1 to Schedule 13D to Amendment No. 8 and incorporated herein by reference.)

Exhibit 99.2	Letter Agreement, dated December 21, 2004, between CUSH and Nexgen relating to the Termination of the Transaction. (Filed on 1/14/2005 as Exhibit 99.2 to Schedule 13D to Amendment No. 8 and incorporated herein by reference.)

Exhibit 99.3	Form of Letter Purchase Agreement, dated January 13, 2005, between CUSH and each purchaser relating to the sale of 11,000,000 shares. (Filed on 1/18/2005 as Exhibit 99.3 to Schedule 13D to Amendment No. 9 and incorporated herein by reference.)

Exhibit 99.4	Letter Agreement, dated January 7, 2005, between CUSH and Wedbush Morgan Securities Inc. (“WMS”), relating to WMS’s appointment as agent of CUSH in the sale of shares. (Filed on 1/18/2005 as Exhibit 99.4 to Schedule 13D to Amendment No. 9 and incorporated herein by reference.)

Exhibit 99.5	Agreement Regarding Issuance of Shares, dated September 15, 2005 between Infogrames Entertainment S.A. and Atari, Inc. (Filed on 9/22/2005 as Exhibit 99.5 to Schedule 13D to Amendment No. 10 and incorporated herein by reference.)

Exhibit 99.6	GT Interactive UK Settlement of Indebtedness Agreement, dated September 15, 2005 between Atari UK, Infogrames and all of its subsidiaries and Atari, Inc. (Filed on 9/22/2005 as Exhibit 99.6 to Schedule 13D to Amendment No. 10 and incorporated herein by reference.)

Exhibit 99.7	Agreement Regarding Transfer of Shares, dated April 5, 2006 among Infogrames Entertainment S.A., Atari Interactive, Inc. and California U.S. Holdings, Inc. (Filed on 4/18/2006 as Exhibit 99.7 to Schedule 13D to Amendment No. 11 and incorporated herein by reference.)

Exhibit 99.8	Disclosure relating to Criminal and Civil Proceedings of Directors or Executive Officers*

Exhibit 99.9	Cover Letter to Written Consent removing Messrs. James Ackerly, Ronald C. Bernard, Michael G. Corrigan, Dennis Guyennot and Ann E. Kronen as members of the Board of Directors.*

__________________

*	Filed with this Amendment.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: October 5, 2007

By:

INFOGRAMES ENTERTAINMENT SA

By:

/s/ Patrick Leleu

Patrick Leleu
Chairman and Chief Executive Officer

Dated: October 5, 2007

By:

CALIFORNIA U.S. HOLDINGS, INC.

By:

/s/ Patrick Leleu

Patrick Leleu
Chairman and Chief Executive Officer

EX-1 2 ex1.htm CHART REGARDING EXECUTIVE OFFICERS AND DIRECTORS OF FILING PERSONS

EXHIBIT 1

CHART REGARDING

EXECUTIVE OFFICERS AND DIRECTORS OF FILING PERSONS

Name	Director (D) and/or Executive Officer (EO) of Infogrames (I) and/or CUSH (C)	Citizenship / Jurisdiction of Organization	Principal Occupation or Employment	Principal Business	Address

Patrick Leleu	I (D) (EO) C (D (EO)	France	Chairman and Chief Executive Officer of Infogrames; Director and Chief Executive Officer of CUSH	Development and Distribution of Computer Software	Infogrames Entertainment S.A. 1, Place Verrazzano 69252 Cedex 09 Lyon France

Evence-Charles Coppée	I (D)	Belgium	Director of Infogrames	Development and Distribution of Computer Software	Infogrames Entertainment S.A. 1, Place Verrazzano 69252 Cedex 09 Lyon France

Jean-Michel Perbet	I (D) (EO)	France	Deputy Chief Operating Officer for Distribution and Director of Infogrames	Development and Distribution of Computer Software	Infogrames Entertainment S.A. 1, Place Verrazzano 69252 Cedex 09 Lyon France

Thomas Schmider	I (D) (EO) C (D) (EO)	France	Deputy Chief Operating Officer for Strategy and Development and Director of Infogrames; Director and President of CUSH	Development and Distribution of Computer Software	California U.S. Holdings, Inc. c/o Atari, Inc. 417 Fifth Avenue New York, NY 10016

Christophe Sapet	I (D)	France	Director	Development and Distribution of Computer Software	Infogrames Entertainment S.A. 1, Place Verrazzano 69252 Cedex 09 Lyon France

Name	Director (D) and/or Executive Officer (EO) of Infogrames (I) and/or CUSH (C)	Citizenship / Jurisdiction of Organization	Principal Occupation or Employment	Principal Business	Address

Dominique D’Hinnin	I (D)	France	Director and Audit Committee Chairman	Development and Distribution of Computer Software	Infogrames Entertainment S.A. 1, Place Verrazzano 69252 Cedex 09 Lyon France

Gina Germano	I (D)	United States	Director	Investment Fund Manager	Times Place, 45 Pall Mall, London SW1Y 5JG United Kingdom

Blue Bay Asset Management	I (D)	United Kingdom	Director represented by Eli Muraidekh	Investment Fund Manager	Times Place, 45 Pall Mall, London SW1Y 5JG United Kingdom

Michel Combes	I (D)	France	Director	Development and Distribution of Computer Software	Infogrames Entertainment S.A. 1, Place Verrazzano 69252 Cedex 09 Lyon France

Benoît Regnault de Maulmin	I (D)	France	Advisor	Development and Distribution of Computer Software	Infogrames Entertainment S.A. 1, Place Verrazzano 69252 Cedex 09 Lyon France

EX-99.8 3 ex99-8.htm DISCLOSURE RELATING TO CRIMINAL AND CIVIL PROCEEDINGS

EXHIBIT 99.8

Disclosure relating to Criminal and Civil Proceedings of Directors or Executive Officers

Patrick Leleu, in his role as a manager within construction division of Groupe Bouygues, was convicted along with 47 other persons on October 26th, 2005 by the Tribunal de Grande Instance of Paris (France) for his involvement in anti-competitive practices during the period 1990-1997, and he was convicted along with 87 other persons on February 16, 2007, by the Cour d’Appel in Versailles (France) for bribery during the period 1989-1994 related to the making of payments to secure construction contracts. The practices related to securing civil works contracts through a public procurement system and to the financing of French political parties. In each case Mr. Leleu received only suspended sentence (10-month and 24-month respectively) and fines not exceeding in each case € 50,000.

On December 21st, 2006, Christophe Sapet as Chief Executive of the French company IXO SA, was fined € 10,000 by the Autorité des marchés financiers, the French market authority, in relation to a failure to inform the public on a timely basis about the inability by IXO Publishing, the publishing subsidiary of IXO, to pay its debts.

EX-99.9 4 ex99-9.htm LETTER

EXHIBIT 99.9

INFOGRAMES
ENTERTAINMENT
SA

1, place Verrazzano

69252 LYON

October 5, 2007

To:	The Board of Directors

Atari, Inc.

417 Fifth Avenue

New York, New York 10016

Cc:	Kristina K. Pappa

Secretary of Atari, Inc.

From:

Infogrames Entertainment S.A.

Re:	Removal of Certain Directors of Atari, Inc.

As you are aware, California U.S. Holdings, Inc. (“Cush”), a wholly owned subsidiary of Infogrames Entertainment S.A. (“Infogrames”) is the record holder of a majority of the outstanding common stock of Atari, Inc. (“Atari”), holding approximately 51.36% of the outstanding common stock of Atari. As the majority stockholder and a business partner of Atari, Infogrames has sought to provide assistance to Atari to restructure the business relationship between us and develop a sustainable business plan for Atari going forward. Despite our efforts and our willingness to provide appropriate support for Atari and its business, we have not been able to reach agreement on these matters. Furthermore, Infogrames’ directors have been excluded from the opportunity to participate in deliberations concerning Atari and information arising from such deliberations has not been provided by Atari or the other directors. We believe current management may not have provided the directors with complete and accurate details relating to Atari’s current financial situation and the status of how to address Atari’s urgent financial needs and the status of discussions between Atari and Infogrames. While we have not been provided with full information concerning the actual state of Atari’s finances, representatives of Atari have informed us that they may seek bankruptcy protection. We strongly believe that any filing of a chapter 11 bankruptcy case without a clear path to a reorganization or a chapter 7 liquidation would be injurious to the shareholders of Atari, including Infogrames. As a result, Infogrames has determined that, in order to preserve the value of Atari for all stockholders, it must exercise its rights to take control of the Board of Directors of Atari in order to take immediate action to implement the necessary restructuring of Atari’s operations.

Tel. +33 (0)4 37 64 30 00 – Fax. +33 (0)4 37 64 30 01

Société Anonyme au capital de 12,337,317.66 euros – Siret 341 699 106 00025 – Naf 652 E – N°TVA FR 69 341 699 106

As majority stockholder of Atari, Cush has the power pursuant to the Certificate of Incorporation and By-laws of Atari and Delaware General Corporate Law to act by written consent to take any stockholder action that could be taken at a meeting, including removing any or all of the directors, with or without cause. Infogrames believes that it is in the best interests of all of Atari’s stockholders for Infogrames, acting through Cush, to exercise its rights as a majority shareholder of Atari to change the composition of the Board of Atari to preserve value for all stockholders. As a result, Infogrames is hereby delivering a written consent (enclosed with this letter) to the Board of Directors of Atari to remove Messrs. James Ackerly, Ronald C. Bernard, Michael G. Corrigan, Dennis Guyennot and Ms. Ann E. Kronen as members of the Board of Directors of Atari. We request that Atari take immediate steps to implement this action, including any required notice to stockholders under Delaware law and the federal securities laws. Moreover, the directors of Atari who are being removed as a result of the written consent are hereby put on notice that, pending implementation of the actions taken in the consent, they should not take any corporate action without the consent and approval of a majority of the directors who will remain in office after giving effect to the removal by written consent. Please be advised that Infogrames intends to pursue all available remedies against any director who takes any action inconsistent with Infogrames rights as majority stockholder, including, without limitation, the approval of any filing for bankruptcy protection or other actions that may harm or damage the interests of the stockholders of Atari.

										Sincerely,



										/s/ Patrick Leleu
										Name: Patrick Leleu Title: Chief Executive Officer

Tel. +33 (0)4 37 64 30 00 – Fax. +33 (0)4 37 64 30 01

Société Anonyme au capital de 12,337,317.66 euros – Siret 341 699 106 00025 – Naf 652 E – N°TVA FR 69 341 699 106

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