Atari 2009 Annual Report Download - page 180

ANNUAL FINANCIAL REPORT – REGISTRATION DOCUMENT
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5.7. ACQUISITION OF THE RECEIVABLE HELD BY BLUEBAY AGAINST ATARI INC.
On October 25, 2007, Atari Inc. announced the acquisition by funds affiliated to BlueBay of outstanding loans previously
extended by Guggenheim Corporate Funding LLC to Atari Inc., with an aggregate value of USD 3 million. It also
announced that it had been granted a credit facility by BlueBay High Yield Investments (Luxembourg) SARL, for
USD 10 million, expiring on December 31, 2009, to replace the Guggenheim facility. The credit facility was increased to
USD 14 million by way of an addendum dated December 4, 2007.
The Board of Directors authorized the acquisition of the aforementioned credit facility, using proceeds from the ORANE-
BSA issue, in order to reorganize Atari Inc. and streamline the Group's financing structure.
As part of the January 2009 ORANE-BSA issue, the Company undertook to pay off the USD 14 million loan granted by
BlueBay to Atari Inc. under this facility.
This loan was therefore fully repaid as of March 31, 2009.
Authorized by the Board of Directors on December 3, 2008.
Interested parties: Gina Germano, BlueBay High Yield Investments (Luxembourg) SARL, represented by Eli
Muraidekh, and BlueBay Asset Management, represented by Jeff Lapin.
5.8. AMENDMENT OF THE CREDIT FACILITY AGREEMENT ENTERED INTO WITH BANC OF AMERICA
The Board of Directors authorized that the maturity of the credit facility granted under the Credit Facility Agreement
entered into with Banc of America Securities Limited on April 26, 2006 be extended from February 28, 2009 to
December 31, 2009 and that an addendum be signed to this effect.
As of March 31, 2009, this facility of €46.8 million had been fully drawn down in cash. The corresponding cash flows
were recognized in the financial statements of the ultimate borrower, Atari Europe, a wholly-owned subsidiary of the
Company.
Authorized by the Board of Directors on December 3, 2008.
Interested parties: Gina Germano, BlueBay High Yield Investments (Luxembourg) SARL, represented by Eli
Muraidekh, and BlueBay Asset Management, represented by Jeff Lapin.
5.9. SIGNING OF ADDENDUM 1 TO THE LOAN AGREEMENT BETWEEN BLUEBAY AND THE COMPANY
In connection with the €30 million bridging loan extended to the Company by BlueBay on December 3, 2008, described
in paragraph 5.5 above, the parties agreed to amend the loan agreement in line with the various phases of the ORANE-
BSA issues.
The Board of Directors authorized the signing of an addendum to the loan agreement signed with BlueBay.
The foregoing agreement had no effect on the financial statements for the year ended March 31, 2009.
Authorized by the Board of Directors on January 7, 2009.
Interested parties: Gina Germano, BlueBay High Yield Investments (Luxembourg) SARL, represented by Eli
Muraidekh, and BlueBay Asset Management, represented by Jeff Lapin.
5.10. SPECIAL DUTIES ENTRUSTED TO A DIRECTOR: COMPENSATION FOR SPECIAL DUTIES ENTRUSTED TO
JEFF LAPIN
On the recommendation of directors representing or related to BlueBay, the Board of Directors entrusted Jeff Lapin with
special duties, for a period of three months, which involved assisting the Company‟s management with its ongoing
restructuring and integrating Cryptic Studios Inc. into the Group.
The Board of Directors authorized a €97,500 payment to Jeff Lapin, as compensation for these duties, payable in three
equal installments.
A provision of €47,250 was set aside in the financial statements for the year ended March 31, 2009, relating to the period
January 24 to March 31, 2009.
Authorized by the Board of Directors on January 23, 2009.
Interested parties: Gina Germano, Eugene Davis and BlueBay Asset Management, represented by Jeff Lapin.
5.11. GRANTING OF SECURITY INTERESTS TO BANC OF AMERICA
As part of the reorganization of the Group‟s Distribution business, by an agreement dated January 23, 2009 between the
Company, Atari Europe SAS and Banc of America Securities Limited, the Company agreed to pledge all of its Cryptic
Studios Inc. shares in favor of Banc of America Securities Limited to secure its obligations under the Credit Facility
Agreement entered into with said institution on April 21, 2006.
The foregoing agreement had no effect on the financial statements for the year ended March 31, 2009.