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May-01-2008Infogrames to buy rest of Atari for $11 million(topic overview)
CONTENTS:
- "Bringing Atari U.S. and Infogrames businesses together will enable us to create a simplified global structure for our business as we seek to re-build a well-managed, cohesive and financially disciplined company. (More...)
- NEW YORK (Associated Press) - France's Infogrames Entertainment SA agreed to buy the remaining stake in video game company Atari Inc. it does not already own for $1.68 per share, or about $11 million cash. (More...)
- In approving and recommending the merger transaction, the Special Committee considered, among other things, the terms of the merger agreement, which permits the Special Committee to terminate the agreement under certain circumstances, Atari's financial position and results of operations, general market and industry conditions, the risks of implementing Atari's business plan, Atari's limited liquidity and the limited range of options available to Atari. (More...)
- Investors and shareholders also may obtain a free copy of the definitive proxy statement, when it becomes available, and other documents filed with, or furnished to, the SEC from Atari by directing a written request to Atari, Inc., 417 Fifth Avenue, New York, NY 10016, Attention: Arturo Rodriguez. (More...)
- Infogrames had always held a stake in their U.S. subsidiary, but the firm's well-publisised troubles were clearly not good for business, the publisher's new management looking to create a unified global company. (More...)
- Atari intends to file and deliver all forms, proxy statements, tender offer statements, notices and documents required under state and federal law regarding the proposed acquisition. (More...)
- MCV is the leading trade news and community site for all professionals working within the UK and international video games market. (More...)
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"Bringing Atari U.S. and Infogrames businesses together will enable us to create a simplified global structure for our business as we seek to re-build a well-managed, cohesive and financially disciplined company. This is a key strategic event for Infogrames that will benefit all of our shareholders. I believe that this transaction will generate significant benefits for the Group." [1] "Bringing Atari U.S. and Infogrames businesses together enables us to create a simplified global structure for our business as we seek to rebuild a well-managed, cohesive and financially disciplined company," Infogrames Chief Executive David Gardner said in the statement.[2]
The deal seeks to put an end to Atari's financial struggles. Infogrames Chief Executive David Gardner said in a statement that bringing the businesses together will help the company simplify its business structure as it seeks to "rebuild a well-managed, cohesive and financially disciplined company."[3]
NEW YORK (Associated Press) - France's Infogrames Entertainment SA agreed to buy the remaining stake in video game company Atari Inc. it does not already own for $1.68 per share, or about $11 million cash. Infogrames, which already owned a majority stake in New York-based Atari, said late Wednesday Atari will become its wholly owned subsidiary when the deal closes in the third quarter of this year. [3] PARIS (Reuters) - Europe's largest video games maker Infogrames (IFOE.PA: Quote, Profile, Research ) said it had agreed to merge with its 51.4 percent owned U.S. affiliate Atari Inc (ATAR.O: Quote, Profile, Research ) by acquiring remaining Atari shares at $1.68 each, or $11 million in total. "The merger will be funded by Infogrames from existing resources," Infogrames said in a statement released on its Web site on Thursday, adding it expected the deal to be completed in the third quarter of 2008.[2]
The acceptance of the merger was announced yesterday after the U.S. markets closed. The deal will allow Infogrames to buy all "outstanding equity interests" of its American subsidiary Atari, Inc. at $1.68 a share, giving the deal a total value of approximately $11 million.[4] France-based Infogrames will pay $11 million, or $1.68 a share, in order to acquire all outstanding shares of Atari. Both companies said the merger agreement will bring to a close a period of financial underperformance for Atari by strengthening it with Infogrames' management team.[5] The agreement: -- brings to a close a period of financial underperformance for Atari; -- strengthens Atari under Infogrames' new management team; -- delivers a platform for future growth in the US; and -- offers Atari shareholders an all cash exit. Under the terms of the merger agreement, Infogrames will acquire the remaining outstanding equity interests of Atari (other than shares of common stock held by Infogrames or its affiliates, which would be cancelled) for US$1.68 per share, equivalent to a cash payment of approximately US$11 million.[1]
In connection with the transaction, Infogrames has committed to lend Atari US$20 million, subject to the terms and conditions of the credit agreement between Atari and Infogrames. This loan will be used to fund Atari's operational cash requirements during the period between the date of the merger agreement and its closing. This press release is not a solicitation of a proxy, an offer to purchase or a solicitation of an offer to sell shares of Atari, and is not a substitute for any proxy statement, tender offer statement or other filing that may be made with the Securities and Exchange Commission ("SEC") with respect to the proposed merger transaction.[1]
According to the terms of the agreement, Infogrames will be acquiring the remaining outstanding equity interests of Atari for $1.68 a share, equivalent to a cash payment of $11 million. This basically means that after the merger, Atari is going to be a wholly-owned subsidiary of Infogrames.[6] Under the terms of the merger, Infogrames will acquire the remaining Atari shares for $1.68 per share, bringing the total value of the offer to about $11 million.[7] Infogrames said Wednesday it would acquire the remaining outstanding equity interests of Atari for $1.68 per share, or $11 million.[8]
Infogrames has today confirmed an agreement that will end with the purchase of the remaining outstanding shares in Atari U.S. for $11 million.[9] As well as snapping up all outstanding shares of Atari Inc, Infogrames has also committed to lending the company $20 million, which will be used to fund operational cash requirements during the interim period of the acquisition.[10] As part of the deal, Infogrames is committed to lending Atari $20 million "to cover expected capital requirements," according to the company's statement. Infogrames most recently loaned Atari $5 million as an advance on the royalties from future sales of its Test Drive series, as part of a deal to license the franchise. In 2007, Atari noted in an SEC filing that its total debts raised "substantial doubt about our ability to continue as a going concern."[4] Atari's management, including Jim Wilson, who was recently named president and CEO, will join Infogrames and remain focused on the North American video game market, Infogrames said. As part of the deal, Infogrames has agreed to lend Atari $20 million to fund its operations until the buyout closes. Atari has been suffering from slumping sales and laid off a large chunk of its work force last year. It publishes titles such as "Dragonball Z" and "Dungeons and Dragons."[3] Infogrames said the merger will allow it to have more control over restructuring Atari to become a bigger player in the North American market. It will also loan Atari $20 million to keep its operations going until the deal is complete. Atari dominated the video game console market in the late 1970s and early 1980s with classic games such as Pong, Asteroids and Space Invaders. Game and console makers such as Nintendo and Sega later stole Atari's crown.[11]
In the mean time, Infogrames has agreed to lend Atari $20 million to help it with day-to-day operations until the merger is finalized.[7]
As part of the merger, Infogrames has agreed to lend Atari $20 million in cash.[12] Infogrames will be lending Atari $20 million as part of the transaction, "subject to the terms and conditions of the credit agreement between Atari and Infogrames."[8]
The transaction is not subject to any financing conditions and is expected to close in the third calendar quarter of 2008. This agreement is an essential and positive development for Infogrames and its shareholders. It brings Atari fully under the control of Infogrames, delivering a platform for future growth in the U.S. This step closely follows a series of recent major restructuring actions implemented in an effort to reposition Atari, streamline its corporate structure and reduce its annualized costs, including costs related to being a U.S. public company. The Board of Infogrames believes that full ownership of a restructured Atari is an important step for the Group, leading to a simplified operating structure that will deliver greater efficiency, provide the Group with greater opportunities to expand its U.S. distribution capabilities and strengthen its platform for its global online initiatives.[1] Currently, Infogrames is the majority shareholder in Atari, with a 51.4 percent stake in the company. The deal is slated to close in the third calendar quarter of this year. "This agreement is an essential and positive development for Infogrames and its shareholders. It brings Atari fully under the control of Infogrames, delivering a platform for future growth in the U.S.," read a statement from the companies.[8]
Infogrames, still smarting from the rejection it suffered at the hands of SCi Entertainment, has some success to celebrate at last. The company today announced it had agreed a deal to consolidate its American operations by buying Atari--in which it already had a majority shareholding--outright. The two companies have been linked for some time; in 2003, Infogrames adopted the Atari name for all of its global commercial operations, having bought a majority shareholding in Atari earlier that same year. Atari restructured its operations in 2007 to focus on publishing and distributing titles in the U.S., while Atari Europe continued with game development and publishing.[4]
The company never fully recovered. In May 2007, Atari said it would cut its workforce by 20 percent and spend between $800,000 and $1.1 million on restructuring the company. Since last October, Infogrames has been working with Atari to stabilize and focus its distribution efforts. The Atari Group, which operates in the U.S., Europe and Asia, produces games such as Alone in the Dark, V-Rally, Test Drive, Backyard and licenses others such as Dragon Ball Z. Those games are produced for a variety of platforms, including Sony's PSP and PlayStations 2 and 3, Microsoft's Xbox 360 and Nintendo's DS, Wii and GameBoy Advance.[11] Atari Inc is set to become a wholly-owned subsidiary of Infogrames, buying up the remainder of the U.S. firm's stock for $11 million. Infogrames is currently the U.S. company's largest stockholder, and originally made an offer to fully purchase t he business in early March.[10] Publisher Infogrames today announced that it has acquired the remaining shares of Atari for $11 million, making the ailing company a wholly-owned subsidiary.[12]
The Special Committee also considered the effects of Infogrames' controlling interest, the risk that the transaction will not be completed, the premium to Atari's share price 30 days prior to the date of Infogrames' offer, and the willingness of Infogrames to extend a loan of up to $20 million to Atari to cover expected capital requirements.[1] Atari said it expects to call a special shareholder meeting to consider the merger in the third quarter, although as Infogrames controls a majority of Atari's outstanding shares, it has the power to approve the transaction without the approval of Atari's other shareholders.[5] Since Infogrames owns a majority of shares, it could push the deal forward without the approval of Atari's current shareholders.[11] Shares of Atari ATAR surged after the video-game maker said late Wednesday it will merge with majority shareholder Infogrames Entertainment.[5]
Infogrames acquires outstanding shares in the North American division; Atari U.S. becomes a wholly owned subsidiary.[9]
Infogrames to Buy Rest of Atari for $11 Million Infogrames Entertainment plans to buy the rest of beleaguered video games pioneer Atari for US$11 million, the companies said. Adobe Establishes Open Screen Project for Flash, AIR Adobe launched a new community development project on Thursday aimed at using its Flash and AIR (Adobe Integrated Runtime).[11] SAN FRANCISCO (Thomson Financial) - Infogrames Entertainment S.A. has agreed to acquire Atari Inc. for $11 million, the companies said late Wednesday.[13] Well, we saw it coming. Infogrames just agreed to acquire Atari for $11 million, both companies confirmed yesterday.[6]
Phil Harrison had previously mooted the idea, and this week it becomes a reality, Atari joining the Infogrames-fold as part of an 11 million USD deal.[14] Atari's current management team will stay in place and "remain focused on growing the key North American gaming market." Jim Wilson, president and CEO of Atari, indicated that the deal gave his company a "stronger platform for growth." It also means that Atari will no longer face the threat of being forcibly delisted from the NASDAQ, an issue it faced up to in 2007, and was hit again by in 2008.[4] In a statement, Wilson said that "By joining Infogrames, we will have the opportunity to further transform Atari. As part of this newly integrated company, we will be better able to streamline operations and have a stronger platform for growth in North America."[9]
In approving and recommending the merger transaction, the Special Committee considered, among other things, the terms of the merger agreement, which permits the Special Committee to terminate the agreement under certain circumstances, Atari's financial position and results of operations, general market and industry conditions, the risks of implementing Atari's business plan, Atari's limited liquidity and the limited range of options available to Atari. [1] Atari will be filing preliminary proxy materials with the SEC for the special meeting of shareholders to be held to vote on the proposed merger. Upon completion of the SEC's review of the preliminary proxy materials, Atari will call a special meeting of its shareholders to vote on the merger and will file with the SEC and mail to Atari's shareholders definitive proxy materials. Before making any voting or investment decisions, investors and shareholders of Atari are urged to read the definitive proxy materials regarding the merger transaction carefully in their entirety when they become available, because they will contain important information about the proposed merger transaction, including, among other things, the recommendation of Atari's board of directors in respect of the merger. Copies of the definitive proxy materials and any amendments or supplements thereto may be obtained without charge, as they become available, at the SEC's website at http://www.sec.gov or at Atari's website at http://www.atari.com/us/investorRelations.[1] Atari expects to call a special meeting of shareholders to consider the merger in the third quarter of calendar 2008.[4]
Following the merger, Atari will be a wholly- owned subsidiary of Infogrames.[1]
NEW YORK, -NEWSFEED- Infogrames Entertainment S.A. (Euronext - ISIN: FR-0010478248) ("Infogrames" or "the Group") and Atari, Inc. (Nasdaq: ATAR) ("Atari") today announced that they have reached a definitive agreement to merge.[1]
Shares of Atari, the New York-based video game company, closed at $1.54.[13] Atari shares closed at $1.60 in New York on Wednesday, while in Paris -- where the market was closed on Thursday for labor day --the stock had closed up 0.8 percent at 11.79 euros.[2]
Investors and shareholders also may obtain a free copy of the definitive proxy statement, when it becomes available, and other documents filed with, or furnished to, the SEC from Atari by directing a written request to Atari, Inc., 417 Fifth Avenue, New York, NY 10016, Attention: Arturo Rodriguez. [1] Infogrames is currently the majority shareholder in Atari holding approximately 51.4%.[1]
Atari's management, led by recently appointed CEO Jim Wilson, will join Infogrames.[5] In March, Jim Wilson, a video-game industry veteran, was appointed as Atari's CEO. Wilson most recently worked as executive vice president and general manager of Sony Wonder, part of Sony BMG's home entertainment business.[11] The management of Atari, Inc., led by recently appointed President and CEO, Jim Wilson, will join the Group upon the closing of the transaction and remain focused on growing the key North American gaming market.[1] Current Atari U.S. President and CEO, Jim Wilson, is set to head the Group's attempted growth in North America.[9]
Infogrames had always held a stake in their U.S. subsidiary, but the firm's well-publisised troubles were clearly not good for business, the publisher's new management looking to create a unified global company. [14] After the ink on the deal is dry, Atari will be a wholly-owned subsidiary of Infogrames.[7] The loan will be used to fund Atari's operational cash requirements between now and the closing of the merger deal.[8] The company today announced it had reached a deal to consolidate its American operations by buying the rest of Atari.[4]
I know that there is a nostalgia attached to the Atari Name, but has Atari Games (the company) released any game that was worth a damn in the past, I dunno, 10 years or so? I've never played anything that flashed that Atari logo at me at the beginning that I thought was any good at all.[7] Infogrames has owned the Atari name since 2001, and it has been releasing games under the Atari moniker since then.[11]
The transaction was negotiated and approved by the Special Committee of the Board of Directors of Atari, consisting entirely of directors who are independent of Infogrames.[1] The announcement came as Infogrames attempts to restore Atari's profitability. Infogrames has said Atari's financial performance was a significant drain on its own profitability.[2]
Atari intends to file and deliver all forms, proxy statements, tender offer statements, notices and documents required under state and federal law regarding the proposed acquisition. [1] Atari Inc then asked to extend of the original March 11th deadline to decide whether or not to accept the offer.[10]
Eidos Interactive parent company SCi Entertainment Group announced today that it has rejected a new offer from an undisclosed party, citing the compan.[12]
Game Chairman Cashes In ''2.29 Million Shares Peter Lewis, non-executive chairman of UK retailer Game, has sold 850,000 ordinary shares in the company at an average price of 269.23 pence per share.[8] The transaction is subject to a number of customary conditions, including the approval of the holders of a majority of outstanding shares.[1]
MCV is the leading trade news and community site for all professionals working within the UK and international video games market. It reaches everyone from store manager to CEO, covering the entire industry. [10] Atari had been financially troubled for months, posting losses quarter after quarter.[12]
SOURCES
1. Xbox Family - Where Family Knows Best - Story: Atari & Infogrames Finally Complete Merger
2. Infogrames to acquire outstanding Atari shares | Deals | Reuters
3. Infogrames to buy rest of Atari for $11 million
4. Atari agrees to Infogrames buyout - GameSpot Mobile News
5. Infogrames to Buy Rest of Atari | Software | ATAR ATVI ERTS TTWO - TheStreet.com
6. Infogrames Buys Atari
7. Infogrames Buys Atari for $11 Million | Game | Life from Wired.com
8. Infogrames, Atari Merge in $11 mln Deal : Next Generation - Interactive Entertainment Today, Video Game and Industry News - Home of Edge Online
9. TVG: Ta-Ta Atari US News
10. Infogrames to fully acquire Atari Inc for $11 million - news - www.mcvuk.com
11. PC World - Business Center: Infogrames to Buy Rest of Atari for $11 Million
12. Infogrames Completes Purchase of Atari - Shacknews - PC Games, PlayStation, Xbox 360 and Wii video game news, previews and downloads
13. Infogrames Entertainment to pay $11M acquire remainder of Atari - Forbes.com
14. Atari snapped up by Infogrames - news - play
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