Atari 2010 Annual Report Download - page 19

ANNUAL FINANCIAL REPORT – REGISTRATION DOCUMENT
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Financial transaction launched in December 2009 and finalized in January 2010 raising €43 million
In December 2009, Atari launched a financial transaction, which was finalized in January 2010, raising €43 million (or
€30.4 million paid in cash and €12.6 million paid up by offsetting a portion of the debt held against the Group), resulting
from the free allocation, in December 2009, of warrants (the “Warrants”) to its shareholders entitling them to subscribe, at
the option of Warrant holders, to new shares (the “New Shares”) and/or to bonds redeemable into new or existing shares
(the “ORANEs”), under the conditions set out in the prospectus which received the AMF visa number 09-367 on
December 10th, 2009.
The subscriptions involved:
• 7,610,895 New Shares (ISIN FR0010478248) of the Company, representing approximately 64% of the issue,
and
• 156,428 ORANEs (ISIN FR0010833053), representing approximately 36% of the issue, with 125,964 (by
offsetting a portion of debt held against the Group for approximately €12.6 million) and 26,672 ORANEs
(representing a cash amount of approximately €2.6 million) subscribed respectively by The BlueBay Value
Recovery (Master) Fund Limited and The BlueBay Multi-Strategy (Master) Fund.
Further to the operation, the BlueBay funds hold approximately 19% of the capital on an outstanding basis and
approximately 64% of the capital on a fully diluted basis (after adjustments).
This operation enables Atari to increase its financial flexibility by raising €43 million dedicated to its videogame publishing
plan and strengthening shareholder equity.
Transfer, extension of the maturity and reduction of the credit facility
In a letter to the Company dated November 4, 2009, BlueBay undertook to have the maturity date of the Banc of America
credit facility postponed to December 31, 2010 to extend its own credit facility on the same terms and conditions as those
preliminary in effect. As per amendment 9 to the loan agreement of April 21, 2006, signed on December 2009, the
maturity date of the senior credit facility has been extended to December 31, 2010.
As part of the financial transaction initiated in December 2009, the Banc of America credit facility has been transferred to
BlueBay as of December 10, 2009.
In addition, the subscription price paid by the BlueBay Value Recovery (Master) Fund with respect to its participation in
the financial transaction (free allocation of warrants) (€12.6 million) was paid up through a set-off against a portion of the
principal amount of the debt held by BlueBay Value Recovery (Master) Fund on the Atari Group. As per amendment 10,
signed in May 2010, the total amount of the credit facility to be drawn as been reduced from €61.2 million to
€49.3 million.
As of March 31, 2010, the total amount of the credit facility drawn was €5.3 million.
SUBSEQUENT EVENTS
Atari reinforced its Board of directors with the addition of two new members
In April 2010, Atari reinforced its Board of directors with the addition of two new members. See paragraph above: “1.2.
Highlights of the year - Management changes”.
In addition, in May 2010, Mrs. Gina Germano resigned from Atari’s Board of Directors. The Board has not elected any
new members at the date of the present document.
Reduction of the credit line amount to be drawn
As per Addendum 10 to the Credit Facility Agreement signed in April 2010 between BlueBay and the Company, a New
Equity or Subordinated Debt Injection in the form of shares and ORANEs 2009 in a global amount of €43,042,022,
BlueBay and the Company have agreed that the maximum amount of the Commitment is equal to €49,251,748.18.
Settlement of the arbitration process between Namco Bandai Partners and Atari
In May 2010, Atari settled its arbitration process with Namco Bandai Partners. See paragraph above: “1. Highlights of the
year - Completion of the sale of Atari’s 66-percent stake in Namco Bandai Partners to Namco Bandai Games Europe”.