Atari 2009 Annual Report Download - page 19

ANNUAL FINANCIAL REPORT – REGISTRATION DOCUMENT
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1.2. HIGHLIGHTS OF THE YEAR
Changes to the senior management team and the Board of Directors
During the last two fiscal years, Atari restructured its senior management team with the appointment of David Gardner –
a leading figure in the video game industry – as Chief Executive Officer. Phil Harrison also joined the Company as Chief
Operating Officer, along with Fabrice Hamaide (Chief Financial Officer), with Mathias Hautefort completing the senior
management line-up as Executive Vice-President for worldwide distribution. However, Mathias Hautefort and Phil
Harrison gave up their operating positions in the Company in October 2008 and May 2009 respectively and Jeff Lapin
joined the Group in May 2009 as Chief Operating Officer. Consequently, Atari‟s senior management team lined up as
follows as of May 30, 2009:
 David Gardner, Chief Executive Officer and member of the Board of Directors
 Jeff Lapin, Chief Operating Officer
 Fabrice Hamaide, Chief Financial Officer
 Jim Wilson, Chief Executive Officer of Atari Inc.
 John Needham, Chief Executive Officer of Cryptic Studios Inc.
The membership structure of the Board of Directors was also changed during the year, with Pascal Cagni appointed as a
director to replace Evence-Charles Coppée who resigned. As of the date of his appointment, Pascal Cagni met the
independence criteria set down in the Board of Directors‟ internal rules. In addition, at the Board meeting of
March 15, 2009, the Company‟s directors brought Frank E. Dangeard into the Board of Directors and then appointed him
as Chairman, to replace Michel Combes who remains a director. Consequently, as of May 30, 2009, the members of
Atari‟s Board of Directors were as follows:
 Frank E. Dangeard, non-executive Chairman
 Dominique D'Hinnin, Vice-Chairman (independent director)
 Pascal Cagni (independent director)
 Michel Combes (independent director)
 Didier Lamouche (independent director)
 David Gardner, director and Chief Executive Officer
 Gina Germano, director
 Phil Harrison, director
 BlueBay Value Recovery (Master) Fund Limited, represented by Jeff Lapin, Chief Operating Officer
Restructuring of the Group
In 2007, the Group launched a project to restructure its operations with a view to simplifying its worldwide organization,
legal form and cost base. The first phase of the plan has been carried out in the United States, with the restructuring of
Atari Inc.
Buyout of Atari Inc. minority shareholdings
On April 30, 2008 the Company and Atari Inc. signed an agreement relating to the purchase of Atari Inc. shares not yet
owned by the Company. The transaction – which offers new opportunities for expansion in the United States – was
completed on October 9, 2008 and resulted in the Company's interest in Atari Inc. being raised from 51.4% to 100%, with
Atari Inc. becoming a wholly-owned subsidiary of the Company. Jim Wilson was appointed Chief Executive Officer of
Atari Inc. in March 2008.
In accordance with the agreements signed in April 2008, the Company paid USD 1.68 for each outstanding share of Atari
Inc. common stock that was not already owned by the Company, representing a total of approximately USD 11 million.
This transaction generated a cash payment of €11.8 million including transaction costs and led to a reduction in
administrative expenses for the Group, particularly share-listing costs in the United States. It also gives the Group the
ability to develop its video game retail distribution activities through new distribution partnerships in the US region, and to
strengthen its online distribution business.
For accounting purposes, the transaction represents the acquisition of the minority interests of a Company subsidiary. In
accordance with the Group's accounting policies (see Note 2.8. “Goodwill” to the 2008-2009 consolidated financial
statements), no additional adjustment has been made to reflect the remeasurement at fair value of the assets and
liabilities. The difference between the purchase price and the carrying amount of the assets and liabilities concerned is
recognized as goodwill in the amount of €5.8 million, and was allocated to the US Distribution cash-generating unit.