Glu Mobile Inc. (NASDAQ:GLUU) Files An 8-K Completion of Acquisition or Disposition of AssetsItem 2.01 Completion of Acquisition or Disposition of Assets.
On December 19, 2016, Glu Mobile Inc. (“Glu”) acquired substantially all of the intangible assets and certain other assets (the “Acquisition”) of Plain Vanilla Corp., a Delaware corporation (“Plain Vanilla”), to an Asset Purchase Agreement (the “APA”) by and between Glu and Plain Vanilla. Plain Vanilla, which is based in Reykjavik, Iceland, is the developer of the QuizUp interactive software application for mobile devices.
to the terms of the APA, acquired substantially all of the intangible assets of Plain Vanilla, including all rights to QuizUp and certain other assets, including approximately $1.2 million in cash. In exchange, Glu agreed to forgive and cancel $7.5 million in aggregate principal amount of convertible promissory notes of Plain Vanilla held by Glu (the “Notes”), and all interest thereon, with $2.5 million in aggregate principal amount of the Notes forgiven and cancelled at the closing of the Acquisition, and with the remaining $5.0 million in aggregate principal amount of the Notes and all outstanding interest thereon forgiven and cancelled on March 31, 2017, but only if QuizUp has been published on the Apple App Store and Google Play Store through the Glu Games Inc. publishing account and is functioning consistent with past practice while published by Plain Vanilla as of such date, and provided, that such forgiveness and cancellation is subject to any deductions therefrom that may be made by Glu to the terms of the APA in satisfaction of Plain Vanilla’s indemnification obligations thereunder.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Appointment of Directors
On December 15, 2016, the Board of Directors of Glu (the “Board”) increased the size of the Board from eight directors to nine directors and appointed Glu’s Chief Executive Officer, Nick Earl, to the Board as a Class II director. Mr. Earl has also been assigned as a member of the Board’s Strategy Committee.
Since Mr. Earl is one of Glu’s executive officers, Mr. Earl will not be compensated for his service on the Board or any committee of the Board on which he serves. Mr. Earl has no relationships or transactions with Glu that are required to be disclosed to Item 404(a) of Regulation S-K.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
As noted in Item 5.02 above, on December 15, 2016, the Board increased the size of the Board from eight directors to nine directors.