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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) December 23, 2003
(December 23, 2003)
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ACTIVISION, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-12699 95-4803544
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
3100 Ocean Park Blvd., Santa Monica, CA 90405
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (310) 255-2000
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NA
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events and Regulation FD Disclosure.
On December 23, 2003, Activision, Inc. issued a press release announcing
that Robert J. Corti, Chief Financial Officer of Avon Products, and Peter J.
Nolan, a managing partner of Leonard Green & Partners, have been appointed to
the company's Board of Directors. Activision also announced the resignation of
Steven T. Mayer from its Board. The press release is attached hereto as Exhibit
99.1.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press Release of Activision, Inc., dated December 23, 2003.
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 hereunto duly authorized.
Date: December 23, 2003
ACTIVISION, INC.
By:/s/ Ronald Doornink
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Name: Ronald Doornink
Title: President
2
Exhibit 99.1
FOR IMMEDIATE RELEASE
For Information Contact:
Maryanne Lataif
Vice President, Corporate Communications
(310) 255-2704
mlataif@activision.com
ACTIVISION APPOINTS TWO NEW DIRECTORS TO ITS BOARD
Robert J. Corti and Peter J. Nolan Join As Independent Directors
Santa Monica, CA - December 23, 2003 -- Activision, Inc. (Nasdaq: ATVI) today
announced the appointments of Robert J. Corti and Peter J. Nolan to its Board of
Directors. Both Mr. Corti and Mr. Nolan will join the Activision Board as
independent directors, effective immediately. Mr. Corti will also join the
Board's audit committee.
Concurrent with these two new appointments, Activision also announced the
resignation of Steven T. Mayer from its Board.
"Bob and Peter will bring unique, valuable insight to Activision's Board,"
stated Robert Kotick, Chairman and CEO, Activision, Inc. "As CFO of Avon
Products, Bob has been instrumental in building Avon into the largest
direct-selling company in the world with more than $6 billion in annual
revenues. Peter as managing partner of Leonard Green & Partners has had an
industry-leading track record as a private equity investor. Their experience and
perspectives will be a valuable resource to the future successful governance and
direction of Activision and we welcome them to our Board."
Kotick added, "Steve Mayer has been a director of the company since 1991 and has
played a fundamental role in the growth of Activision. His efforts and
contributions have been very meaningful and we are going to miss his
participation."
With more than 25 years experience at Avon, Robert J. Corti currently serves as
the company's executive vice president and chief financial officer, a position
he has held since 1996. Mr. Corti joined Avon's tax department as a tax
associate in 1976 and has held progressive financial leadership positions
throughout his tenure at the company. He holds a Bachelor of Arts degree in
Accounting from Queen's College and a Masters of Business Administration degree
in Taxation from St. John's University.
Peter J. Nolan is a managing partner of Leonard Green & Partners, L.P., one of
the nation's preeminent private equity investors with $3.7 billion of equity
capital under management. Prior to joining Leonard Green and Partners in 1997,
Mr. Nolan was a Managing Director and Co-Head of Donaldson, Luftkin and
Jenrette's Los Angeles Investment Banking Division and served as an advisor to
numerous high profile clients in both government and media-related industries.
Mr. Nolan holds a Bachelor of Science degree in Agricultural Economics and
Finance from Cornell University and a Masters of Business Administration from
the Johnson Graduate School of Management at Cornell University.
Headquartered in Santa Monica, California, Activision, Inc. is a leading
worldwide developer, publisher and distributor of interactive entertainment and
leisure products. Founded in 1979, Activision posted net revenues of $864
million for the fiscal year ended March 31, 2003.
Activision maintains operations in the U.S., Canada, the United Kingdom, France,
Germany, Italy, Japan, Australia, Scandinavia and the Netherlands. More
information about Activision and its products can be found on the company's
World Wide Web site, which is located at www.activision.com.
The statements contained in this release that are not historical facts are
"forward-looking statements." The Company cautions readers of this press release
that a number of important factors could cause Activision's actual future
results to differ materially from those expressed in any such forward-looking
statements. These important factors, and other factors that could affect
Activision, are described in Activision's Annual Report on Form 10-K for the
fiscal year ended March 31, 2003, which was filed with the United States
Securities and Exchange Commission. Readers of this press release are referred
to such filings.
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