SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) : September 29, 1999
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TAKE -TWO INTERACTIVE SOFTWARE, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-29230 51-0350842
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(State or other jurisdiction (Commission ( I.R.S. Employer
of incorporation) File Number) Identification No.)
575 Broadway, New York, New York 10012
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(address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(212) 334-6633
Not Applicable
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Former name or former address, if changed since last report
Item 2. Acquisition of Assets.
Acquisition of DMA
On September 29,1999, the Company acquired all of the outstanding capital
of stock of DMA Design Holdings Limited ("DMA Holdings") for (pound)1.00
and assumed approximately $11,900,000 of indebtedness. DMA Holdings holds
all of the outstanding capital stock of DMA Design Limited, the developer
of the Grand Theft Auto series.
The source of the consideration paid in the transaction was cash on hand.
The amount of the consideration paid by the Company was determined by
negotiation.
Item 5. Other Events.
Acquisition of Minority Interest of Bungie Software
On August 11, 1999, the Company agreed to purchase 19.9 % of the
outstanding capital stock of Bungie Software Products Corporation
("Bungie") for $5 million. In addition, the Company entered into an
agreement with Bungie pursuant to which the Company was granted the
exclusive right to distribute four PC titles, including Halo and ONI, in
North America, and publish these titles in Europe. The Company was also
granted certain rights for console versions of these products and new
products developed by Bungie. The Company agreed to make recoupable
advances and pay royalties to Bungie for these rights.
Acquisition of Triad Distributors
On August 31,1999, the Company, through its wholly owned Canadian
subsidiary, purchased all of the issued and outstanding capital stock of
Triad Distributors, Inc. ("Triad") and Global Star Software Ltd. ("Global")
for $700,000 in cash and the issuance of 162,500 shares of restricted
common stock. Triad is a leading Canadian distributor of third-party
computer software and videos games and Global is a leading Canadian budget
publisher.
Acquisition of CD Verte
On September 30,1999, the Company acquired all of the outstanding capital
stock of CD Verte, S.p.A. for $2.2 million, consisting of (i) $200,000 in
cash, $800,000 payable on December 1, 1999 and the balance (subject to
downward adjustment based on net income of the acquired entity) over a
three-year period. CD Verte is a leading distributor and publisher of
computer software and video games in Italy.
Item 7. Exhibits.
Exhibit 1- Stock Purchase Agreement between the Company and Infogrames
Entertainment SA.
Exhibit 2- Stock Purchase Agreement by and among the Company, Take-Two
Interactive Software Canada Ltd, Triad, Global and the stockholders of
Triad and Global.
Exhibit 3- Stock Purchase Agreement by and among the Company, CD Verte,
S.p.A. and the stockholders of CD Verte, S.p.A.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: October 4, 1999
TAKE-TWO INTERACTIVE SOFRWARE, INC.
By /s/ Ryan A. Brant
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Name: Ryan A. Brant
Title: Chief Executive Officer