-----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, TWQqkoWpZHhszocFRsrOTlctXf0WHRd0l+zKCDJRrjHVnJlTajvQfWsMADPbWX9h pr0G3/UZTq4Kdx5fYgMhVA== 0001170918-10-000040.txt : 20100318 0001170918-10-000040.hdr.sgml : 20100318 20100317212538 ACCESSION NUMBER: 0001170918-10-000040 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100317 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20100318 DATE AS OF CHANGE: 20100317 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERPLAY ENTERTAINMENT CORP CENTRAL INDEX KEY: 0001057232 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 330102707 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24363 FILM NUMBER: 10690129 BUSINESS ADDRESS: STREET 1: 100 NORTH CRESCENT DRIVE #324 CITY: BEVERLY HILLS STATE: CA ZIP: 90210 BUSINESS PHONE: 3104321958 MAIL ADDRESS: STREET 1: 100 NORTH CRESCENT DRIVE #324 CITY: BEVERLY HILLS STATE: CA ZIP: 90210 8-K 1 fm8k-031710.htm fm8k-031710.htm

 
UNITED STATES
 
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 

 
FORM 8-K
 

 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 

Date of Report (Date of earliest event reported):  March 17, 2010




Interplay Entertainment Corp.
(Exact name of registrant as specified in its charter)





Delaware
(State or other jurisdiction
of incorporation)
0-24363
(Commission file number)
33-0102707
(I.R.S. Employer Identification No.)


12301 Wilshire Boulevard, Los Angeles, CA 90025
(Address of principal executive offices)


(Registrant's telephone number, including area code):  (310) 979-7070


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 
[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-2)
 
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. 13e-4(c))
 
 
 
 
 
 
 
ITEM 1.01  ENTRY INTO MATERIAL DEFINITIVE AGEEMENT       

The disclosure under Item 3.02 below is incorporated herein by reference.  

ITEM 3.02  UNREGISTERED SALE OF EQUITY SECURITIES       
               
On March 17, 2010 the Company sold to Dotcorp Asset Management eleven million six hundred twenty five thousand (11,625,000) shares of Common Stock of the Company (including four million six hundred thousand (4,600,000) existing shares previously held by Interplay as treasury stock) and issued a warrant to purchase 7,500,000 shares of Common Stock of the Company for a total consideration of $982,650.  The warrant has a term of four years, an exercise price of $0.10, is immediately exercisable, and was issued in accordance with the terms of the Form of Warrant Agreement filed as Exhibit 10.07 to the Company's Form 10-Q for the period ended March 31, 2008.
 
Such shares and warrant were issued, and any underlying shares of Common Stock would be issued, in a private placement exempt from registration pursuant to section 4(2) of the Securities Act of 1933.  The offering and sale of the shares of common stock were made in a private sale without any general solicitation or advertising and exclusively to an "accredited investor" as defined in SEC Rule 501.
 
Proceeds of the sale will be used to fund operations, including game development.
 

SIGNATURES

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


 
Interplay Entertainment Corporation
(Registrant)
 
 
DATE:  March 17, 2010
By:  /s/ Herve Caen                                                                   
Herve Caen
Chief Executive Officer and Interim Chief Financial Officer
 
 
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