- Amended Annual Report (10-K/A)
27 Ottobre 2008 - 9:14PM
Edgar (US Regulatory)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K/A
Amendment No. 2
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2007
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
to
Commission File Number 1-12367
MIDWAY GAMES INC.
(Exact name of registrant as specified in its charter)
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Delaware
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22-2906244
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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2704 West Roscoe Street, Chicago, Illinois
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60618
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (773) 961-2222
Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Name of Each Exchange on Which Registered
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Common Stock, $.01 par value
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New York Stock Exchange
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Securities registered pursuant to
Section 12(g)
of the Act:
None.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule
405 of the Securities Act. Yes
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No
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Indicate by check mark if the registrant is not required to file reports pursuant to Section
13 or Section 15(d) of the Act. Yes
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No
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Indicate by check mark whether the registrant: (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and
(2) has been subject to such filing requirements for the past 90 days. Yes
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No
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Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation
S-K is not contained herein, and will not be contained, to the best of registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. Yes
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No
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large
accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act. (Check one):
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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Smaller reporting company
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(Do not check if a smaller reporting company)
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of
the Exchange Act). Yes
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No
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The aggregate market value of the 8,357,266 shares of Common Stock held by non-affiliates of
the registrant on June 30, 2007 was $53,152,214. This calculation was made using a price per share
of Common Stock of $6.36, the closing price of the Common Stock on the New York Stock Exchange on
June 29, 2007, the last business day of the registrants most recently completed second fiscal
quarter. Solely for purposes of this calculation, all shares held by directors and executive
officers of the registrant have been excluded. This exclusion should not be deemed an admission
that these individuals are affiliates of the registrant. On April 25, 2008, the number of shares of
Common Stock outstanding, excluding 1,245,430 treasury shares, was 92,188,876 shares.
DOCUMENTS INCORPORATED BY REFERENCE:
None.
EXPLANATORY NOTE
Midway Games Inc. filed a Form 10-K for the fiscal year ended December 31, 2007 (the Original
Filing) with the Securities and Exchange Commission on March 14, 2008 and a Form 10-K/A amending
such Original Filing (the Amended Filing) on April 29, 2008. We are filing this Amendment No. 2
to our Form 10-K solely to re-file Exhibits 10.42, 10.43 and 10.44, respectively, pursuant to
comments we received from the Securities and Exchange Commission on a confidential treatment
request we made for certain portions of the respective exhibits in
our Original Filing.
Except as expressly set forth in this Amendment No. 2, neither the Original Filing nor the
Amended Filing have been amended, updated or otherwise modified. In addition, as required by Rule
12b-15 under the Securities Exchange Act of 1934, as amended, new certifications by our principal
executive officer and principal financial officer are being filed as exhibits to this Amendment No.
2.
PART IV
Item 15. Exhibits and Financial Statement Schedule.
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Exhibit
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No.
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Description
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10.42
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Confidential License Agreement for the Wii Console between
Nintendo of America Inc. and Midway Home Entertainment Inc.
effective November 19, 2006. Portions of this exhibit have been
omitted pursuant to a request for confidential treatment in
accordance with Rule 24b-2 under the Securities Exchange Act of
1934, as amended.
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10.43
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License Agreement for the Nintendo DS System (EEA, Australia and
New Zealand) dated June 18, 2006 between Nintendo Co., Ltd. and
Midway Games Limited. Portions of this exhibit have been omitted
pursuant to a request for confidential treatment in accordance
with Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.
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10.44*
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Sales Incentive Bonus Plan for Martin Spiess dated April 20, 2007.
Portions of this exhibit have been omitted pursuant to a request
for confidential treatment in accordance with Rule 24b-2 under the
Securities Exchange Act of 1934, as amended.
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31
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Certifications of Chief Executive Officer and Chief Financial
Officer Pursuant to Rule 13a-14(a) under the Securities Exchange
Act of 1934, as amended, as Adopted Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
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*
Indicates a management contract or compensatory plan or arrangement.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, on this
27
th
day of October, 2008.
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MIDWAY GAMES INC.
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By:
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/s/ Matthew V. Booty
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Matthew V. Booty
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Interim Chief Executive Officer and President
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EXHIBIT
INDEX
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Exhibit
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No.
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Description
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10.42
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Confidential License Agreement for the Wii Console between
Nintendo of America Inc. and Midway Home Entertainment Inc.
effective November 19, 2006. Portions of this exhibit have been
omitted pursuant to a request for confidential treatment in
accordance with Rule 24b-2 under the Securities Exchange Act of
1934, as amended.
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10.43
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License Agreement for the Nintendo DS System (EEA, Australia and
New Zealand) dated June 18, 2006 between Nintendo Co., Ltd. and
Midway Games Limited. Portions of this exhibit have been omitted
pursuant to a request for confidential treatment in accordance
with Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.
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10.44*
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Sales Incentive Bonus Plan for Martin Spiess dated April 20, 2007.
Portions of this exhibit have been omitted pursuant to a request
for confidential treatment in accordance with Rule 24b-2 under the
Securities Exchange Act of 1934, as amended.
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31
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Certifications of Chief Executive Officer and Chief Financial
Officer Pursuant to Rule 13a-14(a) under the Securities Exchange
Act of 1934, as amended, as Adopted Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
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*
Indicates a management contract or compensatory plan or arrangement.
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