Blizzard 2004 Annual Report Download - page 69

respectively. In addition, approximately 1.7 million shares of common stock were acquired in the year ended March 31,
2004 as a result of the settlement of $10.0 million of structured stock repurchase transactions entered into in fiscal
2003. Structured stock repurchase transactions are settled in cash or stock based on the market price of our common
stock on the date of the settlement. Upon settlement, we either have our capital investment returned with a premium or
receive shares of our common stock, depending, respectively, on whether the market price of our common stock is above
or below a pre-determined price agreed in connection with each such transaction. These transactions are recorded in
shareholders’ equity in the accompanying consolidated balance sheets. As of March 31, 2004, we had approximately
$226.2 million available for utilization under the buyback program and no outstanding structured stock repurchase
transactions. In any period, cash provided by or used in financing activities related to common stock repurchase
transactions may differ from the comparable change in shareholders’ equity, reflecting timing differences between the
recognition of share repurchase transactions and their settlement for cash.
Shelf Registrations
In August 2003, we filed with the Securities and Exchange Commission two amended shelf registration statements,
including the base prospectuses therein. The first shelf registration statement, on Form S-3, allows us, at any time, to
offer any combination of securities described in the base prospectus in one or more offerings with an aggregate initial
offering price of up to $500.0 million. Unless we state otherwise in the applicable prospectus supplement, we expect
to use the net proceeds from the sale of the securities for general corporate purposes, including capital expenditures,
working capital, repayment or reduction of long-term and short-term debt and the financing of acquisitions and other
business combinations. We may invest funds that we do not immediately require in marketable securities.
The second shelf registration statement, on Form S-4, allows us, at any time, to offer any combination of securities
described in the base prospectus in one or more offerings with an aggregate initial offering price of up to $250.0 mil-
lion in connection with our acquisition of the assets, business or securities of other companies whether by purchase,
merger, or any other form of business combination.
Shareholders’ Rights Plan
On April 18, 2000, our Board of Directors approved a shareholders’ rights plan (the “Rights Plan”). Under the Rights
Plan, each common shareholder at the close of business on April 19, 2000, received a dividend of one right for each
share of common stock held. Each right represents the right to purchase one one-hundredths (1/100) of a share of
our Series A Junior Preferred Stock at an exercise price of $40.00. Initially, the rights are represented by our common
stock certificates and are neither exercisable nor traded separately from our common stock. The rights will only become
exercisable if a person or group acquires 15% or more of the common stock of Activision, or announces or commences
a tender or exchange offer which would result in the bidder’s beneficial ownership of 15% or more of our common stock.
In the event that any person or group acquires 15% or more of our outstanding common stock each holder of a right
(other than such person or members of such group) will thereafter have the right to receive upon exercise of such right,
in lieu of shares of Series A Junior Preferred Stock, the number of shares of common stock of Activision having a value
equal to two times the then current exercise price of the right. If we are acquired in a merger or other business combi-
nation transaction after a person has acquired 15% or more of our common stock, each holder of a right will there-
after have the right to receive upon exercise of such right a number of the acquiring company’s common shares having a
market value equal to two times the then current exercise price of the right. For persons who, as of the close of business
on April 18, 2000, beneficially own 15% or more of the common stock of Activision, the Rights Plan “grandfathers”
their current level of ownership, so long as they do not purchase additional shares in excess of certain limitations.
We may redeem the rights for $.01 per right at any time until the first public announcement of the acquisition of
beneficial ownership of 15% of our common stock. At any time after a person has acquired 15% or more (but before
any person has acquired more than 50%) of our common stock, we may exchange all or part of the rights for shares
of common stock at an exchange ratio of one share of common stock per right. The rights expire on April 18, 2010.
Notes to Consolidated Financial Statements
Activision, Inc. — 2004 Annual Report
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