-----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, R5y7E3C/ZsKE2W0aesRyQLpqnPoj/ie+aI85vJHDjdq4lnfteDwArPip7+Bqte1W FHHYPk31+TufhIQf9HQFOg== 0001104659-08-052725.txt : 20080814 0001104659-08-052725.hdr.sgml : 20080814 20080814060502 ACCESSION NUMBER: 0001104659-08-052725 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080813 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080814 DATE AS OF CHANGE: 20080814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Activision Blizzard, Inc. CENTRAL INDEX KEY: 0000718877 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 954803544 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15839 FILM NUMBER: 081015271 BUSINESS ADDRESS: STREET 1: 3100 OCEAN PARK BLVD CITY: SANTA MONICA STATE: CA ZIP: 90405 BUSINESS PHONE: 3102552000 MAIL ADDRESS: STREET 1: 3100 OCEAN PARK BLVD CITY: SANTA MONICA STATE: CA ZIP: 90405 FORMER COMPANY: FORMER CONFORMED NAME: ACTIVISION INC /NY DATE OF NAME CHANGE: 19930114 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 a08-21591_28k.htm 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): August 13, 2008

 

ACTIVISION BLIZZARD, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-15839

 

95-4803544

(State or other jurisdiction
of incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

3100 Ocean Park Boulevard
Santa Monica, CA

 

90405

(Address of principal executive
offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (310) 255-2000

 

(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 registrants under any of the following provisions:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 8.01               Other Events.

 

On August 13, 2008, Activision Blizzard, Inc. issued a press release announcing the preliminary results of its tender offer to purchase up to 146,500,000 shares of its outstanding common stock, which expired at 5:00 P.M., New York time, on August 13, 2008.  A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference.

 

Item 9.01               Financial Statements and Exhibits.

 

(d)           Exhibits.

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press release issued by Activision Blizzard, Inc., dated August 13, 2008

 

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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 thereunto duly authorized.

 

 

 

ACTIVISION BLIZZARD, INC.

 

 

 

 

 

 

Date: August 13, 2008

By:

/s/ George L. Rose

 

Name:

George L. Rose

 

Title:

Chief Legal Officer and Secretary

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press release issued by Activision Blizzard, Inc., dated August 13, 2008

 

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EX-99.1 2 a08-21591_2ex99d1.htm EX-99.1

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

Contacts:

 

 

Kristin Southey

 

 

VP, Investor Relation & Treasurer

 

 

(310) 255-2635

 

 

ksouthey@activision.com

 

 

 

 

 

Maryanne Lataif

 

 

VP, Corporate Communciations

 

 

(310) 255-2704

 

 

mlataif@activision.com

 

ACTIVISION BLIZZARD ANNOUNCES PRELIMINARY RESULTS OF

SELF-TENDER OFFER

 

Santa Monica, CA – August 13, 2008 – Activision Blizzard, Inc. (Nasdaq: ATVI) today announced the preliminary results of its tender offer to purchase up to 146,500,000 shares of its outstanding common stock at a price of $27.50 per share, net to the tendering stockholders in cash, less any applicable withholding taxes and without interest.  The tender offer expired at 5:00 p.m., New York time, on Wednesday, August 13, 2008.

 

Continental Stock Transfer & Trust Company, the depositary for the tender offer, has advised Activision Blizzard on a preliminary basis that approximately 86,000 shares of common stock were properly tendered and not properly withdrawn in the tender offer, including shares that were tendered pursuant to notices of guaranteed delivery.  Based on this preliminary count by the depositary, Activision Blizzard expects to purchase approximately 86,000 shares of its common stock at a purchase price of $27.50 per share for a total cost of approximately $2.37 million, excluding fees and expenses relating to the tender offer.  Given that the preliminary number of shares tendered is less than the

 

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number of shares that Activision Blizzard offered to purchase, no proration will be required.

 

The results announced today are preliminary and subject to verification by the depositary.  The final number of shares to be purchased will be announced as soon as practicable following completion of the verification process and confirmation by the depositary of the proper delivery of all shares tendered, including shares tendered pursuant to notices of guaranteed delivery.  Payment for the shares accepted for purchase in the tender offer will occur promptly thereafter.  Activision Blizzard intends to fund the purchase of shares in the tender offer with available cash on hand.

 

The tender offer was agreed to be made in connection with the business combination between Activision, Inc., now known as Activision Blizzard, Inc., and Vivendi Games, Vivendi’s interactive entertainment business – which includes Blizzard Entertainment’s® World of Warcraft®.  Under the terms of the business combination agreement, Activision Blizzard agreed to commence the tender offer within five business days after the closing of the business combination, which occurred on July 9, 2008.   In accordance with the business combination agreement, the purchase price per share for the tender offer was equal to the price per share that Vivendi paid for the stock it purchased from Activision.

 

Questions regarding the tender offer should be directed to Morrow & Co., LLC, the information agent for the tender offer, at (800) 245-1502 (toll-free).

 

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About Activision Blizzard

 

Headquartered in Santa Monica, California, Activision Blizzard, Inc. is a worldwide pure-play online, PC and console game publisher with leading market positions across all categories of the rapidly growing interactive entertainment software industry.

 

Activision Blizzard maintains operations in the U.S., Canada, the United Kingdom, France, Germany, Ireland, Italy, Sweden, Spain, Norway, Denmark, the Netherlands, Romania, Australia, Chile, India, Japan China, South Korea and the region of Taiwan.  More information about Activision Blizzard and its products can be found on the company’s website, www.activisionblizzard.com.

 

Cautionary Note Regarding Forward-looking Statements:  Information in this press release that involves Activision Blizzard’s expectations, plans, intentions or strategies regarding the future are forward-looking statements that are not facts and involve a number of risks and uncertainties.  Activision Blizzard generally uses words such as “outlook”, “will,” “could,” “would,” “might,” “remains,” “to be,” “plans,” “believes”, “may”, “expects,” “intends,” “anticipates,” “estimate,” future,” “plan,” “positioned,” “potential,” “project,” “remain,” “scheduled,” “set to,” “subject to,” “upcoming” and similar expressions to help identify forward-looking statements.   Factors that could cause Activision Blizzard’s actual future results to differ materially from those expressed in the forward-looking statements set forth in this release include, but are not limited to, sales of Activision Blizzard’s titles, shifts in consumer spending trends, the seasonal and cyclical nature of the interactive game market, Activision Blizzard’s ability to predict consumer preferences among competing hardware platforms (including next-generation hardware), declines in software pricing, product returns and price protection, product delays, retail acceptance of Activision Blizzard’s products, adoption rate and availability of new hardware and related software, industry competition, rapid changes in technology and industry standards, protection of proprietary rights, litigation against Activision Blizzard, maintenance of relationships with key personnel, customers, vendors and third-party developers, domestic and international economic, financial and political conditions and policies, foreign exchange rates, integration of recent acquisitions and the identification of suitable future acquisition opportunities, Activision Blizzard’s success in integrating the operations of Activision Publishing and Vivendi Games in a timely manner, or at all, and the combined company’s ability to realize the anticipated benefits and synergies of the transaction to the extent, or in the timeframe, anticipated.  Other such factors include additional risk factors identified in Activision Blizzard’s most quarterly report on Form 10-Q.  The forward-looking statements in this release are based upon information available to Activision Blizzard as of the date of this release, and Activision Blizzard assumes no obligation to update any such forward-looking statements.

 

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Forward-looking statements believed to be true when made may ultimately prove to be incorrect.  These statements are not guarantees of the future performance of Activision Blizzard and are subject to risks, uncertainties and other factors, some of which are beyond its control and may cause actual results to differ materially from current expectations.

 

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