Redbox 2010 Annual Report Download - page 29

Download and view the complete annual report

Please find page 29 of the 2010 Redbox annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 106

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106

Unregistered Sales of Equity Securities
On June 15, 2010, we issued 200,000 shares of unregistered restricted common stock to Paramount in connection
with the Paramount Agreement discussed in Note 9: Commitments and Contingencies in the Notes to
Consolidated Financial Statements. The issuance of the common stock was exempt from registration pursuant to
the Securities Act of 1933, as amended (the “Securities Act”) by virtue of Section 4(2) and/or Regulation D
promulgated thereunder as a transaction not involving a public offering. We believe that the issuance is exempt
from the registration requirements of the Securities Act on the basis that: (1) Paramount represented it was an
accredited investor as defined under the Securities Act; (2) there was no general solicitation; and (3) Paramount
represented that it was purchasing such shares for its own account and not with a view towards distribution. The
shares of common stock carry a legend stating that the shares are not registered under the Securities Act and
therefore cannot be resold unless they are registered under the Securities Act or unless an exemption to
registration is available.
On July 17, 2009, we issued 193,348 shares of unregistered restricted common stock to Sony in connection with
the Sony Agreement discussed in Note 9: Commitments and Contingencies in the Notes to Consolidated
Financial Statements. The issuance of the common stock was exempt from registration pursuant to the Securities
Act of 1933, as amended (the “Securities Act”) by virtue of Section 4(2) and/or Regulation D promulgated
thereunder as a transaction not involving a public offering. We believe that the issuance is exempt from the
registration requirements of the Securities Act on the basis that: (1) Sony represented it was an accredited
investor as defined under the Securities Act; (2) there was no general solicitation; and (3) Sony represented that it
was purchasing such shares for its own account and not with a view towards distribution. The shares of common
stock carry a legend stating that the shares are not registered under the Securities Act and therefore cannot be
resold unless they are registered under the Securities Act or unless an exemption to registration is available.
Securities Authorized for Issuance Under Equity Compensation Plans
For information regarding securities authorized for issuance under equity compensation plans, see Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters, which
incorporates by reference to the Proxy Statement relating to our 2011 Annual Meeting of Stockholders.
21