Atari 2011 Annual Report Download - page 124

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ANNUAL FINANCIAL REPORT – REGISTRATION DOCUMENT
124
Bonds redeemable for new or existing shares issued in January 2009 in connection with the
ORANE-BSA issue (“ORANE 2009 bonds”) – ISIN code FR0010690081
In January 2009, the Company issued 405,438 bonds redeemable for new or existing shares (ORANE bonds), maturing
on April 1, 2014. The bonds have a nominal value of €100 each (representing an aggregate amount of €40.5 million) and
are redeemable for 26.26 new or existing shares. The gross and net proceeds of the issue came to €40.5 million and
€37.6 million respectively. The bonds bear interest at an annual rate of 0.5% – representing €0.50 per bond – payable in
arrears on April 1 each year.
Taking into account the adjustment made to the related exchange parities in January 2010, one ORANE 2009 bond is
redeemable for 29.29 new or existing shares.
As of March 31, 2011 there were 384,945 of these ORANE 2009 bonds outstanding. If all the bonds were redeemed this
would result in the issue of 11,275,039 new shares with a dilutive effect on the Company’s capital of 46.3% as of
March 31, 2011.
Bonds redeemable for new or existing shares issued in February 2009 in connection with the
simplified public exchange offer (“ORANE 2009 bonds”) – ISIN code FR0010696153
On February 11, 2009 the Company completed the simplified public exchange offer relating to (i) the ORANE bonds
issued by the Company on January 4, 2008 (ISIN code FR0010560615) and (ii) the stock warrants issued by the
Company on December 22, 2006 and January 24, 2007. A total of 1,479,871 ORANE 2008 bonds – representing 99.6%
of the bonds still outstanding at January 27, 2009 – were tendered to the offer, which resulted in the issue of 1,479,871
ORANE 2009 bonds. The ORANE 2009 bonds are subject to the same conditions as the ORANE 2008 bonds, except for
the conversion ratio which has been set at 17 new or existing shares for one ORANE 2009 bond (instead of 8.91 new or
existing shares for one ORANE 2008 bond). The bonds bear interest at an annual rate of 0.5% – representing €0.50 per
bond – payable in arrears on April 1 each year.
Taking into account the adjustment made to the related exchange parities in January 2010, one ORANE 2009 bond is
redeemable for 18.96 new or existing shares.
As of March 31, 2011 there were 1,335,591 of these ORANE 2009 bonds outstanding. If all the bonds were redeemed
this would result in the issue of 25,322,805 new shares with a dilutive effect on the Company’s capital of 104.1% as of
March 31, 2011.
Bonds redeemable for new or existing shares issued in January 2010 in connection with the issue
of free warrants to purchase new shares or ORANE (“ORANE 2010 bonds”) – ISIN code
FR0010833053
In December 2009, Atari launched a financial transaction, which was finalized in January 2010, resulting from the free
allocation of warrants to its shareholders entitling them to subscribe, at the option of Warrant holders, to new shares
and/or to bonds redeemable into new or existing shares (“the ORANE 2010 bonds”), under the conditions set out in the
prospectus which received the AMF visa number 09-367 on December 10th, 2009.
In January 2010, the Company issued 156,428 bonds redeemable for new or existing shares (“ORANE 2010 bonds”,
ISIN FR0010833053), maturing on April 1, 2015. The bonds have a nominal value of €100 each and are redeemable for
26.39 new or existing shares. The bonds bear interest at an annual rate of 0.5% – representing €0.50 per bond –
payable in arrears on April 1 each year.
As of March 31, 2011 there were 155,117 of these ORANE 2010 bonds outstanding. If all the bonds were redeemed this
would result in the issue of 4,093,538 new shares with a dilutive effect on the Company’s capital of 16.8% as of March
31, 2010.
No other securities exist carrying a right to the Company's capital other than those described above.
FINANCIAL INSTRUMENTS OR COMMITMENTS WHICH CARRIED RIGHTS TO SHARES
Category A and B convertible bonds (CBs) issued as consideration for the transfer of Cryptic
Studios shares
As part of the acquisition of Cryptic Studios, on December 12, 2008 the Company issued 1,055,011 Category A
convertible bonds and 1,055,011 Category B convertible bonds, representing a total of 2,110,022 convertible bonds
(CBs), as consideration for the transfer of Cryptic Studios shares to the Company. The nominal value of the Category A
CBs is €407,122.9, or €0.386 per bond, and the nominal value of the Category B CBs is €407,122.9, or €0.386 per bond.
Each CB is automatically convertible into newly-issued shares of Atari common stock if certain targets are achieved for
online revenue generated by the Champions Online and Star Trek Online video games pursuant to the earn-out