0001144204-13-010545.txt : 20130221 0001144204-13-010545.hdr.sgml : 20130221 20130221171702 ACCESSION NUMBER: 0001144204-13-010545 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130215 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130221 DATE AS OF CHANGE: 20130221 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAJESCO ENTERTAINMENT CO CENTRAL INDEX KEY: 0001076682 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 061529524 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51128 FILM NUMBER: 13631358 BUSINESS ADDRESS: STREET 1: 160 RARITAN CENTER PARKWAY STREET 2: SUITE 1 CITY: EDISON STATE: NJ ZIP: 08837 BUSINESS PHONE: 7328727490 MAIL ADDRESS: STREET 1: PO BOX 6570 CITY: EDISON STATE: NJ ZIP: 08818 FORMER COMPANY: FORMER CONFORMED NAME: MAJESCO HOLDINGS INC DATE OF NAME CHANGE: 20040416 FORMER COMPANY: FORMER CONFORMED NAME: CONNECTIVCORP DATE OF NAME CHANGE: 20010815 FORMER COMPANY: FORMER CONFORMED NAME: SPINROCKET COM INC DATE OF NAME CHANGE: 20000502 8-K 1 v335856_8-k.htm FORM 8-K

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): February 15, 2013

 

 

MAJESCO ENTERTAINMENT COMPANY

(Exact name of registrant as specified in its charter)

         
Delaware   000-51128   06-1529524

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

 

160 Raritan Center Parkway
Edison, New Jersey
(Address of principal executive offices and zip code)

 

Registrant’s telephone number, including area code: (732) 225-8910

 

 

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 (see General Instruction A.2. below):

 

¨ 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-12)

 

¨ 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 a Material Definitive Agreement

 

On February 15, 2013, Majesco Entertainment Company (the “Company”) entered into the Second Amendment (the “Second Amendment”), with Nintendo of America Inc. (“Nintendo”), to the Confidential License Agreement for the Wii Console (Western Hemisphere), effective February 21, 2007, by and between Nintendo and the Company (the “Agreement”). The Second Amendment is effective on February 20, 2013 and was entered into to extend the term of the Agreement to February 20, 2016. All other terms and conditions of the Agreement, as previously disclosed, remain in full force and effect.

 

The foregoing description of the Second Amendment is qualified in its entirety by the full text of the Second Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and incorporated herein by this reference.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit No   Description
10.1   Second Amendment to the Confidential License Agreement for the Wii Console, effective February 20, 2013, by and between Nintendo of America Inc. and Majesco Entertainment Company

 

 

 
 

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.

 

  MAJESCO ENTERTAINMENT COMPANY
Dated: February 21, 2013    
     
     
  /s/ Jesse Sutton  
  Jesse Sutton  
  Chief Executive Officer  

 

 

EXHIBIT INDEX

 

Exhibit No   Description
10.1   Second Amendment to the Confidential License Agreement for the Wii Console, effective February 20, 2013, by and between Nintendo of America Inc. and Majesco Entertainment Company

 

 

 

 

 

 

 EX-10.1 2 v335856_ex10-1.htm EXHIBIT 10.1

Exhibit 10.1

 

SECOND AMENDMENT TO

CONFIDENTIAL LICENSE AGREEMENT

FOR THE Wii CONSOLE

(Western Hemisphere)

 

THIS SECOND AMENDMENT ("Second Amendment") amends that certain Confidential License Agreement for the Wii Console (Western Hemisphere) effective February 21, 2007 between Nintendo of America Inc. ("Nintendo") and Majesco Entertainment Company (“Licensee") (“Agreement”).

 

RECITALS

 

WHEREAS, Nintendo and Licensee entered into the Agreement;

 

WHEREAS, the Agreement (as amended) currently expires on February 20, 2013, and the parties now desire to extend the Term (as such term is defined in the Agreement) of the Agreement as set forth below.

 

AMENDMENT

 

NOW, THEREFORE, the parties agree as follows:

 

1.The definition of “Term” as set forth in Section 2.24 of the Agreement is hereby deleted in its entirety and replaced with the following:

 

“’Term’ means nine (9) years from the Effective Date.”

 

2.The Term of the Agreement shall now expire on February 20, 2016.

 

3.All other terms and conditions of the Agreement shall remain in full force and effect. This Second Amendment may be signed in counterparts, which together shall constitute one original Second Amendment.

 

4.Signatures provided by facsimile or by email (i.e., a scanned document) shall be the equivalent of originals.

 

This Second Amendment shall be effective as of February 20, 2013.

 

IN WITNESS WHEREOF, the parties have entered into this Second Amendment.

 

 

NINTENDO: LICENSEE:
   
Nintendo of America Inc. Majesco Entertainment Company
   
By: /s/ James R. Cannataro By: /s/ Jesse Sutton
   
Name: James R. Cannataro Name: Jesse Sutton
   
Its: EVP, Administration Its: CEO