Atari 2009 Annual Report Download - page 88

ANNUAL FINANCIAL REPORT – REGISTRATION DOCUMENT
88
Changes during the year ended March 31, 2009 reflected the following:
 The exercise of 544.400 stock warrants allocated in 2007, leading to the issuance of 5.444 new shares.
 The exercise of 1.160 stock warrants allocated in 2009, leading to the issuance of 1.161 new shares.
 The conversion of 13.965 ORANE bonds into 124.395 new shares.
For the year ended March 31, 2008, the principal change was due to the exercise of 51.886.483 stock warrants, resulting
in the issuance of 518.865 new shares.
11.2. TREASURY SHARES
The Company and its subsidiaries held 2.470 treasury shares at March 31, 2009, unchanged from March 31, 2008.
11.3. STOCK WARRANTS
2007 warrants
At its meeting of December 19, 2006, the Company's Board of Directors decided to issue 47.431.539 stock warrants to
the Company's shareholders (the "2007 shareholders‟ warrants").
In the seventeenth resolution of the Extraordinary Shareholders‟' Meeting held on November 15, 2006 the shareholders
resolved – subject to the condition precedent of the completion of the share issue amounting to €74 million before
transaction costs – to allocate 217.900.000 stock warrants, free of consideration, exercisable for newly-issued shares, to
the Company‟s main former bondholders (the "2007 investor warrants", referred to collectively with the "2007
shareholders' warrants" as the "2007 warrants"), namely Boussard & Gavaudant Asset Management LP (36.300.000
“2007 warrants”) and GLG Partners LP and The BlueBay Value Recovery (Master) Fund Limited (181.600.000 “2007
warrants).
After adjustments for the March 2008 reverse stock split, one hundred 2007 warrants are exercisable for one new share
at a price of €15.
Taking into account the adjustment made to the exchange ratios of the stock warrants on February 4, 2009, one hundred
“2007 warrants” are now exercisable for 1.01 new shares at an exercise price of €15.
As of March 31, 2009, a total of 20.863.839 “2007 warrants” remained outstanding and could be exercised at any time
until December 31, 2009, resulting in the issuance of 210.725 shares.
2009 warrants
At its meeting of December 3, 2008, the Company's Board of Directors decided to issue 405.438 bonds redeemable for
new or existing shares (ORANE bonds) with stock warrants attached (the "2009 warrants"). As part of this transaction a
total of 405.438 “2009 warrants” were detached from the bonds as soon as they were issued on January 27, 2009.
Each 2009 warrant is exercisable for one newly-issued share of the Company at an exercise price of €6 until
December 31, 2012.
At its meeting of December 3, 2008 the Board of Directors authorized the Company to carry out a public exchange offer
for, inter alia, the warrants allocated in 2007 based on an exchange ratio of one “2009 warrant” for one hundred “2007
warrants” tendered to the offer. A total of 167.350.200 of the 2007 warrants were tendered, resulting in the issuance of
1.673.502 “2009 warrants” on February 11, 2009.
As of March 31, 2009, a total of 2.077.780 “2009 warrants” remained outstanding and could be exercised at any time
until December 31, 2012, resulting in the issuance of 2.077.780 shares.
11.4. ATARI SA STOCK OPTION PLAN
The Board of Directors has been authorized, until November 27, 2010, to grant options for new or existing common
shares of the Company to officers, directors and certain employees of the Group, subject to the ceiling set in
Article L.225-182 of the French Commercial Code (Code de commerce). The exercise price of these options may not
represent less than 95% of the average trading price of the Company's common stock over the twenty trading days
immediately preceding the option grant date. The options generally vest ratably over a three-year period from their grant
date subject to certain conditions and are exercisable for a period of up to eight years. No options may be granted to
Group officers, directors or employees who already own more than 10% of the Company's common stock.
11.5. BASIC AND DILUTED EARNINGS PER SHARE
The table below reconciles basic earnings per share with diluted earnings per share: