-----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, SAymBGctH30XfJ464a/oNtU5izJIJ2zMqyDmSEkzrAbJJRr7VJCk5ezlEEhKLOC0 m+W60Qcipe9B828PfSMPuA== 0000046080-07-000048.txt : 20070510 0000046080-07-000048.hdr.sgml : 20070510 20070510155506 ACCESSION NUMBER: 0000046080-07-000048 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070509 ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070510 DATE AS OF CHANGE: 20070510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HASBRO INC CENTRAL INDEX KEY: 0000046080 STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944] IRS NUMBER: 050155090 STATE OF INCORPORATION: RI FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06682 FILM NUMBER: 07837636 BUSINESS ADDRESS: STREET 1: 1027 NEWPORT AVE STREET 2: P O BOX 1059 CITY: PAWTUCKET STATE: RI ZIP: 02861 BUSINESS PHONE: 4014318697 MAIL ADDRESS: STREET 1: 200 NARRAGANSETT PARK DRIVE CITY: PAWTUCKET STATE: RI ZIP: 02862-0200 FORMER COMPANY: FORMER CONFORMED NAME: HASBRO BRADLEY INC DATE OF NAME CHANGE: 19850814 FORMER COMPANY: FORMER CONFORMED NAME: HASBRO INDUSTRIES INC DATE OF NAME CHANGE: 19840917 FORMER COMPANY: FORMER CONFORMED NAME: HASSENFELD BROTHERS INC DATE OF NAME CHANGE: 19720615 8-K 1 may108k.txt FORM 8-K DATED MAY 9, 2007 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): May 9, 2007 ------------------------- HASBRO, INC. -------------------- (Exact name of registrant as specified in its charter) RHODE ISLAND 1-6682 05-0155090 - -------------- ------------ ------------------- (State of (Commission (IRS Employer Incorporation) File Number) Identification No.) 1027 NEWPORT AVE., PAWTUCKET, RHODE ISLAND 02862 - ------------------------------------------ ------------------- (Address of Principal Executive Offices) (Zip Code) (401) 431-8697 ------------------------------- (Registrant's telephone number, including area code) 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 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. Hasbro, Inc. (the "Company") issued a press release today reporting that the Company has exercised its call option to repurchase all of the outstanding warrants for the Company's common stock currently held by Lucasfilm Ltd. and Lucas Licensing Ltd. Lucasfilm Ltd. and Lucas Licensing Ltd. (together "Lucas") hold exercisable warrants (the "Warrants") to purchase an aggregate of 15,750,000 shares of the Company's common stock. In January of 2003 the Company entered into a Warrant Amendment Agreement (the "Warrant Amendment Agreement") with Lucas. Among other terms, the Warrant Amendment Agreement provided the Company with a call option. Pursuant to this call option the Company could, at any time through October 13, 2016, repurchase all of the Warrants from Lucas for a payment, in the Company's choice, of either (i) $200 million in cash or (ii) $220 million worth of the Company's common stock, such stock being valued in the manner set forth in the Warrant Amendment Agreement. Yesterday the Company sent a call notice to Lucas stating that it is exercising this call option to repurchase all of the Warrants for $200 million in cash. Upon closing of the call option Lucas will not hold any warrants to purchase shares of the Company's common stock. The Company anticipates closing the call option on May 24, 2007. Copies of the Warrants and the Warrant Amendment Agreement have previously been filed by the Company with the Securities and Exchange Commission. A copy of the press release issued today is filed as Exhibit 99 to this Current Report on Form 8-K. Item 8.01 Other Events Please see the disclosure contained in Item 2.03 above with respect to the Company's exercise of its option to repurchase for cash all of the outstanding warrants for the Company's common stock held by Lucas. Item 9.01 Financial Statements and Exhibits (c) Exhibits 99 Press release, dated May 10, 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. HASBRO, INC. ------------ (Registrant) Date: May 10, 2007 By: /s/ David D.R. Hargreaves -------------------------- David D.R. Hargreaves Executive Vice President, Finance and Global Operations and Chief Financial Officer (Duly Authorized Officer) HASBRO, INC. Current Report on Form 8-K Dated May 10, 2007 Exhibit Index Exhibit No. Exhibit 99 Press release, dated May 10, 2007. EX-99 2 lucascallpr.htm PRESS RELEASE DATED MAY 10, 2007 Converted by EDGARwiz

EXHIBIT 99



For Immediate Release

Contact: Karen A. Warren (Investor Relations)                   

May 10, 2007

401-727-5401

 

Wayne S. Charness (News Media)

 

401-727-5983



Hasbro, Inc. Calls Outstanding Lucas Warrants


Pawtucket, RI (May 10, 2007) -- Hasbro, Inc. (NYSE: HAS) announced today that it has exercised its call option to repurchase all of the outstanding warrants for Hasbro’s common stock currently held by Lucasfilm Ltd. and Lucas Licensing Ltd. (together “Lucas”).


Lucas holds exercisable warrants (the “Warrants”) to purchase an aggregate of 15,750,000 shares of Hasbro’s common stock.  The call notice to Lucas stated that Hasbro is exercising its call option to repurchase all of the Warrants for $200 million in cash.  Upon closing of the call option Lucas will not hold any warrants to purchase shares of Hasbro’s common stock.  Hasbro anticipates closing the call option on May 24, 2007.  In connection with the repurchase, Hasbro will recognize a final mark to market charge related to these warrants totaling approximately $36.5 million during the 2nd quarter of 2007.


Pursuant to the Warrant Amendment Agreement, entered into between Hasbro and Lucas in January of 2003, Hasbro was given a call option which provided that at any time through October 13, 2016, Hasbro could repurchase all of the Warrants from Lucas for a payment, in Hasbro’s choice, of either (i) $200 million in cash or (ii) $220 million worth of Hasbro’s common stock, such stock being valued in the manner set forth in the Warrant Amendment Agreement.


Hasbro is a worldwide leader in children's and family leisure time entertainment products and services, including the design, manufacture and marketing of games and toys ranging from traditional to high-tech.  Both internationally and in the U.S., its PLAYSKOOL, TONKA, MILTON BRADLEY, PARKER BROTHERS, TIGER, and WIZARDS OF THE COAST brands and products provide the highest quality and most recognizable play experiences in the world.



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