-----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, B9m67XakEmvW0VqQLWrkJquV8d/RH1jf43Er9DNtYVqtnZ+BKDd/bj2jSlKj9LUS GBxEjLpP7f/gpe2TvQ/1AA== 0000950123-99-005513.txt : 20020715 0000950123-99-005513.hdr.sgml : 19990610 ACCESSION NUMBER: 0000950123-99-005513 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990609 GROUP MEMBERS: BERTELSMANN AG GROUP MEMBERS: BERTELSMANN MUSIC GROUP, INC. GROUP MEMBERS: BERTELSMANN, INC. GROUP MEMBERS: BMG MUSIC GROUP MEMBERS: JOHANNES MOHN GMBH GROUP MEMBERS: REINHARD MOHN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TAKE TWO INTERACTIVE SOFTWARE INC CENTRAL INDEX KEY: 0000946581 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 510350842 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52733 FILM NUMBER: 99643012 BUSINESS ADDRESS: STREET 1: 575 BROADWAY STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10012 BUSINESS PHONE: 2129412988 MAIL ADDRESS: STREET 1: 575 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10012 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BMG MUSIC CENTRAL INDEX KEY: 0001058294 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1540 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10036 MAIL ADDRESS: STREET 1: 1540 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10036 SC 13G/A 1 TAKE-TWO INTERACTIVE SOFTWARE, INC. 1 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No.1) Under the Securities Exchange Act of 1934 Take-Two Interactive Software, Inc. (Name of Issuer) Common stock, par value $.01 per share (Title of Class of Securities) 0008740541 (CUSIP Number) May 11, 1999 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-2(b) [ ] Rule 13d-2(c) [x] Rule 13d-2(d) 2 2 CUSIP No. 0008740541 SCHEDULE 13G/A Page 2 of 12 pages 1 Name of Reporting Person I.R.S. Identification No. of Above Person (entities only) BMG Music 2 Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3 SEC Use Only 4 Citizenship or Place of Organization New York, United States of America
Number of 5 Sole Voting Power 1,350,000 Shares Beneficially 6 Shared Voting Power 1,350,000 Owned by Each Reporting Person 7 Sole Dispositive Power 1,350,000 With 8 Shared Dispositive Power 1,350,000
9 Aggregate Amount Beneficially Owned By Each Reporting Person 1,350,000 10 Check Box if the Aggregate Amount in Row (9) excludes Certain Shares (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 6.0% 12 Type of Reporting Person (See Instructions) PN 3 3 CUSIP No. 0008740541 SCHEDULE 13G/A Page 3 of 12 pages 1 Name of Reporting Person I.R.S. Identification No. of Above Person (entities only) Bertelsmann Music Group, Inc. 2 Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3 SEC Use Only 4 Citizenship or Place of Organization Delaware, United States of America
Number of 5 Sole Voting Power 1,350,000 Shares Beneficially 6 Shared Voting Power 1,350,000 Owned by Each Reporting 7 Sole Dispositive Power 1,350,000 Person With 8 Shared Dispositive Power 1,350,000
9 Aggregate Amount Beneficially Owned By Each Reporting Person 1,350,000 10 Check Box if the Aggregate Amount in Row (9) excludes Certain Shares (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 6.0% 12 Type of Reporting Person (See Instructions) CO, HC 4 4 CUSIP No. 0008740541 SCHEDULE 13G/A Page 4 of 12 pages 1 Name of Reporting Person I.R.S. Identification No. of Above Person (entities only) Bertelsmann, Inc. 2 Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3 SEC Use Only 4 Citizenship or Place of Organization Delaware, United States of America
Number of 5 Sole Voting Power 1,350,000 Shares Beneficially 6 Shared Voting Power 1,350,000 Owned by Each Reporting 7 Sole Dispositive Power 1,350,000 Person With 8 Shared Dispositive Power 1,350,000
9 Aggregate Amount Beneficially Owned By Each Reporting Person 1,350,000 10 Check Box if the Aggregate Amount in Row (9) excludes Certain Shares (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 6.0% 12 Type of Reporting Person (See Instructions) CO, HC 5 5 CUSIP No. 0008740541 SCHEDULE 13G/A Page 5 of 12 pages 1 Name of Reporting Person I.R.S. Identification No. of Above Person (entities only) Bertelsmann AG 2 Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3 SEC Use Only 4 Citizenship or Place of Organization Federal Republic of Germany
Number of 5 Sole Voting Power 1,350,000 Shares Beneficially 6 Shared Voting Power 1,350,000 Owned by Each Reporting 7 Sole Dispositive Power 1,350,000 Person With 8 Shared Dispositive Power 1,350,000
9 Aggregate Amount Beneficially Owned By Each Reporting Person 1,350,000 10 Check Box if the Aggregate Amount in Row (9) excludes Certain Shares (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 6.0% 12 Type of Reporting Person (See Instructions) CO, HC 6 6 CUSIP No. 0008740541 SCHEDULE 13G/A Page 6 of 12 pages 1 Name of Reporting Person I.R.S. Identification No. of Above Person (entities only) Johannes Mohn GmbH 2 Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3 SEC Use Only 4 Citizenship or Place of Organization Federal Republic of Germany
Number of 5 Sole Voting Power 1,350,000 Shares Beneficially 6 Shared Voting Power 1,350,000 Owned by Each Reporting 7 Sole Dispositive Power 1,350,000 Person With 8 Shared Dispositive Power 1,350,000
9 Aggregate Amount Beneficially Owned By Each Reporting Person 1,350,000 10 Check Box if the Aggregate Amount in Row (9) excludes Certain Shares (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 6.0% 12 Type of Reporting Person (See Instructions) OO, HC 7 7 CUSIP No. 0008740541 SCHEDULE 13G/A Page 7 of 12 pages 1 Name of Reporting Person I.R.S. Identification No. of Above Person (entities only) Reinhard Mohn 2 Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3 SEC Use Only 4 Citizenship or Place of Organization Federal Republic of Germany
Number of 5 Sole Voting Power 1,350,000 Shares Beneficially 6 Shared Voting Power 1,350,000 Owned by Each Reporting 7 Sole Dispositive Power 1,350,000 Person With 8 Shared Dispositive Power 1,350,000
9 Aggregate Amount Beneficially Owned By Each Reporting Person 1,350,000 10 Check Box if the Aggregate Amount in Row (9) excludes Certain Shares (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 6.0% 12 Type of Reporting Person (See Instructions) IN 8 8 CUSIP No. 0008740541 SCHEDULE 13G/A Page 8 of 12 pages ITEM 4. OWNERSHIP Item 4 is hereby amended and restated in its entirety as follows: (a) BMG Music (through its division BMG Entertainment) is the record holder of, and each other Reporting Person may be deemed to be the beneficial owner of, 1,350,000 shares of common stock, par value $.01 per share (the "Common Stock") of Take-Two Interactive Software, Inc., a corporation organized under the laws of the State of Delaware (the "Issuer"). (b) The 1,350,000 shares of Common Stock which BMG Music and each other Reporting Person may be deemed to beneficially own represent approximately 6.0 percent of the total number of shares of Common Stock outstanding (based upon information contained in the Issuer's registration statement on Form S-1 (File No. 333-74851) under the Securities Act of 1933, as amended, filed with the Securities and Exchange Commission on March 23, 1999, as amended by Amendment No. 1 to Form S-1 filed with the Securities and Exchange Commission on April 9, 1999 and Post-Effective Amendment No. 1 to Form S-1 filed with the Securities and Exchange Commission on May 6, 1999). (c) BMG Music has, and each other Reporting Person may be deemed to have, sole voting and dispositive power with respect to the 1,350,000 shares of Common Stock held of record by BMG Music. ITEM 10. CERTIFICATIONS By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Dated June 9, 1999: /s/ Reinhard Mohn ---------------------------------------- REINHARD MOHN JOHANNES MOHN GMBH Dated June 9, 1999: By: /s/ Reinhard Mohn ----------------------------------- Reinhard Mohn Chairman By: /s/ Mark Woessner ----------------------------------- Mark Woessner Chairman BERTELSMANN AG Dated June 9, 1999: By: /s/ Thomas Z. Middelhoff -------------------------------------- Thomas Z. Middelhoff Chairman of the Board and CEO 9 9 CUSIP No. 0008740541 SCHEDULE 13G/A Page 9 of 12 pages BERTELSMANN, INC. Dated June 9, 1999: By: /s/ Jacqueline Chasey ----------------------------------- Jacqueline Chasey Vice President and Assistant Secretary BERTELSMANN MUSIC GROUP, INC. Dated June 9, 1999: By: /s/ Thomas W. McIntyre ----------------------------------- Thomas W. McIntyre Executive Vice President and Chief Financial Officer BMG MUSIC By: BERTELSMANN MUSIC GROUP, INC., as general partner Dated June 9, 1999: By: /s/ Thomas W. McIntyre ----------------------------------- Thomas W. McIntyre Executive Vice President and Chief Financial Officer 10 10 CUSIP No. 0008740541 SCHEDULE 13G/A Page 10 of 12 pages EXHIBITS Exhibit 1. Joint Filing Agreement EX-99.1 2 JOINT FILING AGREEMENT 1 11 CUSIP No. 0008740541 SCHEDULE 13G/A Page 11 of 12 pages JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G, dated March 23, 1998 (the "Schedule 13G"), with respect to the common stock, par value $.01 per share, of Take-Two Interactive Software, Inc., is, and any amendments thereto by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with Rule 13d-1 promulgated under the Securities Exchange Act of 1934, as amended, and that this agreement shall be included as an exhibit to the Schedule 13G and each such amendment. Each of the undersigned hereby agree that it is responsible for the timely filing of the Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning itself contained therein. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the undersigned have executed or caused to be executed this agreement as of March 23, 1998. Dated March 23, 1998: \s\ REINHARD MOHN ---------------------------------------- REINHARD MOHN JOHANNES MOHN GMBH Dated March 23, 1998: By: \s\ REINHARD MOHN ----------------------------------- Reinhard Mohn Chairman BERTELSMANN AG Dated March 23, 1998: By: \s\ MARK WOESSNER ----------------------------------- Mark Woessner Chairman and Chief Executive Officer 2 2 CUSIP No. 0008740541 SCHEDULE 13G/A Page 12 of 12 pages BERTELSMANN, INC. Dated March 23, 1998: By: \s\ JACQUELINE CHASEY ----------------------------------- Jacqueline Chasey Vice President and Assistant Secretary BERTELSMANN MUSIC GROUP, INC. Dated March 23, 1998: By: \s\ THOMAS W. MCINTYRE ----------------------------------- Thomas W. McIntyre Senior Vice President and Treasurer BMG MUSIC By: BERTELSMANN MUSIC GROUP, INC., as general partner Dated March 23, 1998 By: \s\ THOMAS W. MCINTYRE ----------------------------------- Thomas W. McIntyre Senior Vice President and Treasurer -----END PRIVACY-ENHANCED MESSAGE-----