SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------
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): November 19, 2002
TAKE-TWO INTERACTIVE SOFTWARE, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-29230 51-0350842
---------------------------- ------------------- -------------------
(State or other jurisdiction (Commission (I.R.C. Employer
of incorporation) File Number) Identification No.)
622 Broadway, New York, New York 10012
-------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (646) 536-2842
Not Applicable
--------------------------------------------------------------------------------
Former name or former address, if changed since last report
Item 2. Acquisition of Assets.
Pursuant to a Stock Purchase Agreement dated November 19, 2002 by and
among Take-Two Interactive Software, Inc., Angel Studios, Inc. and the
stockholders of Angel Studios, the Company acquired all of the outstanding
capital stock of Angel Studios for $28.5 million in cash and 235,679 shares of
restricted common stock. In connection with the acquisition, Angel Studios
entered into three-year employment agreements with Diego Angel and certain other
employees.
The amount of the consideration paid in this transaction was determined
by arm's length negotiations. The consideration for the acquisition consisted of
cash on hand and authorized but unissued shares of common stock.
The description of the stock purchase agreement discussed above is
qualified in its entirety by reference to such agreement, which is attached as
an exhibit and is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibit No. Description
10.1 Stock Purchase Agreement dated November 19, 2002 by
and among Take-Two Interactive Software, Inc.,
Angel Studios, Inc. and the stockholders of Angel
Studios, Inc.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
TAKE-TWO INTERACTIVE SOFTWARE, INC.
Date: November 22, 2002 By: /s/ Kelly Sumner
-------------------------------
Kelly Sumner
Chief Executive Officer
Exhibit No. Description
10.1 Stock Purchase Agreement dated November 19, 2002 by and
among Take-Two Interactive Software, Inc, Angel Studios,
Inc. and the stockholders of Angel Studios, Inc.