-----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, NB/9XAwJmEMTHhDXIFXo8D7PqfAzDVA0hQbz0MIgzGOfoEQNdsb1Me2EeMTw177v jnrFI38qjIwxXot8//AWNA== 0000950138-03-000723.txt : 20031223 0000950138-03-000723.hdr.sgml : 20031223 20031223162733 ACCESSION NUMBER: 0000950138-03-000723 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031223 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031223 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACTIVISION INC /NY CENTRAL INDEX KEY: 0000718877 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 954803544 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15839 FILM NUMBER: 031071379 BUSINESS ADDRESS: STREET 1: 3100 OCEAN PARK BLVD STREET 2: STE 1000 CITY: SANTA MONICA STATE: CA ZIP: 90405 BUSINESS PHONE: 3102552000 MAIL ADDRESS: STREET 1: 11601 WILSHIRE BLVD 3RD FL STREET 2: STE 1000 CITY: LOS ANGELES STATE: CA ZIP: 90025 FORMER COMPANY: FORMER CONFORMED NAME: MEDIAGENIC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: ACTIVISION INC DATE OF NAME CHANGE: 19880829 8-K 1 dec23_8-k.txt ACTIVIS\2003\DEC 23 8-K 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 23, 2003 (December 23, 2003) ------------------- ACTIVISION, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 0-12699 95-4803544 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 3100 Ocean Park Blvd., Santa Monica, CA 90405 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (310) 255-2000 - -------------------------------------------------------------------------------- NA - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events and Regulation FD Disclosure. On December 23, 2003, Activision, Inc. issued a press release announcing that Robert J. Corti, Chief Financial Officer of Avon Products, and Peter J. Nolan, a managing partner of Leonard Green & Partners, have been appointed to the company's Board of Directors. Activision also announced the resignation of Steven T. Mayer from its Board. The press release is attached hereto as Exhibit 99.1. Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits. (c) Exhibits. 99.1 Press Release of Activision, Inc., dated December 23, 2003. 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. Date: December 23, 2003 ACTIVISION, INC. By:/s/ Ronald Doornink ---------------------------- Name: Ronald Doornink Title: President 2 EX-99 3 ex99-1.txt EX99-1-PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE For Information Contact: Maryanne Lataif Vice President, Corporate Communications (310) 255-2704 mlataif@activision.com ACTIVISION APPOINTS TWO NEW DIRECTORS TO ITS BOARD Robert J. Corti and Peter J. Nolan Join As Independent Directors Santa Monica, CA - December 23, 2003 -- Activision, Inc. (Nasdaq: ATVI) today announced the appointments of Robert J. Corti and Peter J. Nolan to its Board of Directors. Both Mr. Corti and Mr. Nolan will join the Activision Board as independent directors, effective immediately. Mr. Corti will also join the Board's audit committee. Concurrent with these two new appointments, Activision also announced the resignation of Steven T. Mayer from its Board. "Bob and Peter will bring unique, valuable insight to Activision's Board," stated Robert Kotick, Chairman and CEO, Activision, Inc. "As CFO of Avon Products, Bob has been instrumental in building Avon into the largest direct-selling company in the world with more than $6 billion in annual revenues. Peter as managing partner of Leonard Green & Partners has had an industry-leading track record as a private equity investor. Their experience and perspectives will be a valuable resource to the future successful governance and direction of Activision and we welcome them to our Board." Kotick added, "Steve Mayer has been a director of the company since 1991 and has played a fundamental role in the growth of Activision. His efforts and contributions have been very meaningful and we are going to miss his participation." With more than 25 years experience at Avon, Robert J. Corti currently serves as the company's executive vice president and chief financial officer, a position he has held since 1996. Mr. Corti joined Avon's tax department as a tax associate in 1976 and has held progressive financial leadership positions throughout his tenure at the company. He holds a Bachelor of Arts degree in Accounting from Queen's College and a Masters of Business Administration degree in Taxation from St. John's University. Peter J. Nolan is a managing partner of Leonard Green & Partners, L.P., one of the nation's preeminent private equity investors with $3.7 billion of equity capital under management. Prior to joining Leonard Green and Partners in 1997, Mr. Nolan was a Managing Director and Co-Head of Donaldson, Luftkin and Jenrette's Los Angeles Investment Banking Division and served as an advisor to numerous high profile clients in both government and media-related industries. Mr. Nolan holds a Bachelor of Science degree in Agricultural Economics and Finance from Cornell University and a Masters of Business Administration from the Johnson Graduate School of Management at Cornell University. Headquartered in Santa Monica, California, Activision, Inc. is a leading worldwide developer, publisher and distributor of interactive entertainment and leisure products. Founded in 1979, Activision posted net revenues of $864 million for the fiscal year ended March 31, 2003. Activision maintains operations in the U.S., Canada, the United Kingdom, France, Germany, Italy, Japan, Australia, Scandinavia and the Netherlands. More information about Activision and its products can be found on the company's World Wide Web site, which is located at www.activision.com. The statements contained in this release that are not historical facts are "forward-looking statements." The Company cautions readers of this press release that a number of important factors could cause Activision's actual future results to differ materially from those expressed in any such forward-looking statements. These important factors, and other factors that could affect Activision, are described in Activision's Annual Report on Form 10-K for the fiscal year ended March 31, 2003, which was filed with the United States Securities and Exchange Commission. Readers of this press release are referred to such filings. ### -----END PRIVACY-ENHANCED MESSAGE-----