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ATAR > SEC Filings for ATAR > Form 8-K on 9-Oct-2008All Recent SEC Filings

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Form 8-K for ATARI INC


9-Oct-2008

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfe


Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
Effective October 8, 2008, Infogrames Entertainment, S.A. ("Infogrames") completed its previously announced acquisition of the Company (the "Merger"). In connection with the Merger, the Company's shares of common stock, par value $0.10 per share, are no longer traded on the "Pink Sheets" or listed on any exchange or quotation service.
Item 3.03 Material Modification to Rights of Security Holders.
On October 8, 2008, pursuant to the terms of the Agreement and Plan of Merger among Infogrames, Irata Acquisition Corp. and the Company dated April 30, 2008 (the "Merger Agreement"), each outstanding share of Atari common stock, par value $0.10 per share, other than shares held by Infogrames and its subsidiaries and shares held by Atari stockholders who are entitled to and who properly exercise appraisal rights under Delaware law, issued and outstanding immediately prior to the effective time of the Merger was canceled and automatically converted into the right to receive $1.68 per share in cash, without interest. Item 5.01 Changes in Control of Registrant.
Upon the closing of the Merger, the Company became a wholly owned indirect subsidiary of Infogrames.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Pursuant to the terms of the Merger Agreement, immediately upon completion of the Merger on October 8, 2008, each of the directors of the Company resigned and were replaced by the directors of Irata Acquisition Corp.


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