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): December 19, 2007

Glu Mobile Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	001-33368	91-2143667
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
1800 Gateway Drive, Second Floor, San Mateo, California		94404
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: (650) 571-1550

Not Applicable
______________________________________________
Former name or former address, if changed since last report

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-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 2.01 Completion of Acquisition or Disposition of Assets.

As previously announced, on November 28, 2007, Glu Mobile Inc., a Delaware corporation ("Glu"), and its wholly owned subsidiary Maverick Acquisition Corp. ("Merger Sub") entered into an Agreement and Plan of Merger (the "Merger Agreement") to acquire Beijing Zhangzhong MIG Information Technology Co. Ltd. ("MIG").

On December 19, 2007, pursuant to the Merger Agreement, Merger Sub merged with and into an entity affiliated with MIG (the "Merger"), with the MIG-affiliated entity surviving the Merger as a wholly owned subsidiary of Glu. In connection with the Merger, Glu paid cash consideration valued at approximately $14.7 million at closing. Pursuant to the Merger Agreement, Glu may make additional payments to MIG affiliated stockholders of up to $25 million in cash and stock, contingent upon the achievement by MIG of specified financial milestones during 2008, with a portion of the additional payments subject to vesting upon continued employment of the principal officers of MIG.

The forego ing description of the Merger Agreement is qualified in its entirety by reference to the full text of the Merger Agreement, a copy of which was filed as Exhibit 2.01 to Glu’s report on Form 8 K dated November 28, 2007 (filed December 3, 2007) and the related disclosure in such report. A copy of the press release announcing the completion of the Merger is attached to this report as Exhibit 99.01 and is incorporated into this Item 2.01 by reference.

Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired.

Glu intends to amend this report to file the required financial statements reflecting the acquisition of MIG no later than 71 calendar days after the date that this report on Form 8-K must be filed.

(b) Pro Forma Financial Information.

Glu intends to amend this report to file the required pro forma financial statements reflecting the acquisition of MIG no later than 71 calendar days after the date that this report on Form 8-K must be filed.

(d) Exhibits.

2.01 Agreement and Plan of Merger, dated as of November 28, 2007, by and among Glu Mobile Inc., Maverick Acquisition Corp., Awaken Limited, Awaken (Beijing) Communications Technology Co. Ltd., Beijing Zhangzhong MIG Information Technology Co. Ltd., Beijing Qinwang Technology Co. Ltd., each of Wang Bin, Wang Xin and You Yanli, and Wang Xin, as Representative (incorporated by reference to Exhibit 2.01 to Glu’s report on Form 8 K dated November 28, 2007 (filed December 3, 2007)).

99.01 Press Release issued by Glu Mobile Inc., on December 20, 2007.

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.

	Glu Mobile Inc.
December 20, 2007	By:	/s/ Albert A. Pimentel
		Name: Albert A. Pimentel
		Title: Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.01	Press Release issued by Glu Mobile Inc., on December 20, 2007.

EX-99.01

Exhibit 99.01

Glu Mobile Completes Acquisition of MIG,
China’s Leading Mobile Games Publisher

SAN MATEO, Calif. – Dec. 20, 2007 – Glu Mobile Inc. (NASDAQ:GLUU) today announced that it has completed the acquisition of Beijing Zhangzhong MIG Information Technology Co. Ltd. (“MIG”), a leading developer and publisher of mobile games for China. The addition of MIG expands the company’s presence in China and deepens Glu’s relationship with China Mobile, the largest wireless carrier in China.

As previously announced on November 29, 2007, Wang Bin, chief executive officer, MIG, has joined Glu as General Manager focused on China and Glu added MIG’s approximately 80 employees to its worldwide team. These employees, based in MIG’s Beijing and Hefei offices, will continue to develop and publish mobile games that are relevant to a local, and potentially global, audience as well as work in conjunction with Glu’s existing Beijing office to further penetrate the Chinese market.

Cautions Regarding Forward Looking Statements
This news release contains forward-looking statements, including the belief that the acquisition of MIG will expand the company’s presence in China and deepens the company’s relationship with China Mobile, and the statements regarding the integration of MIG into Glu and plans to continue to develop and publish games to further penetrate the Chinese market and potentially globally. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements.

Investors should consider important risk factors, which include: we may be unable to successfully integrate MIG into our existing operations; MIG may be unable to develop and publish mobile games that achieve market acceptance; the Chinese market for mobile games may not develop at the rates that we expect; the ability of the combined companies to further penetrate the Chinese market may be less than anticipated; the risk that our recently and newly launched games are less popular than anticipated; and other risks detailed under the caption “Risk Factors” in the Form 10-Q filed with the Securities and Exchange Commission on November 14, 2007. We are under no obligation, and expressly disclaims any obligation, to update or alter our forward-looking statements whether as a result of new information, future events or otherwise.

About Glu Mobile
Glu (NASDAQ:GLUU) is a leading global publisher of mobile games. Its portfolio of top-rated games includes original titles Super K.O. Boxing!, Stranded and Brain Genius, and titles based on major brands from partners including Atari, Activision, Konami, Harrah’s, Hasbro, Warner Bros., Microsoft, PlayFirst, PopCap Games, SEGA and Sony. Founded in 2001, Glu is based San Mateo, California and has offices in London, France, Germany, Spain, Italy, Hong Kong, China, Sao Paulo and Chile. Consumers can find high-quality, fresh entertainment created exclusively for their mobile phones wherever they see the ‘g’ character logo or at www.glu.com.

About MIG
MIG is a leading developer and publisher of mobile games for China. Founded in 2002, MIG is based in Beijing, China with a development studio in Hefei, China. MIG focuses on culturally relevant and popular local titles such as Journey to the West and Romance of the Three Kingdoms.

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GLU MOBILE, GLU, SUPER K.O. BOXING!, STRANDED, BRAIN GENIUS and the ‘g’
character logo are trademarks of Glu Mobile.

CONTACT: Glu Mobile
Nicole Kennedy, 650-532-2488
nicole.kennedy@glu.com
or
Three-Forty for Glu Mobile
Chris Clark, 415-233-4288
cclark@three-forty.com
or
The Blueshirt Group
Todd Friedman, 415-217-7722 (Investor Relations) todd@blueshirtgroup.com Stacie Bosinoff, 415-217-7722 (Investor Relations) stacie@blueshirtgroup.com