<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
==========
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Acclaim Entertainment, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 38-2698904
(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
One Acclaim Plaza
Glen Cove, New York 11542
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of
pursuant to Section 12(b) of the securities pursuant to Section
Exchange Act and is effective pursuant 12(g) of the Exchange Act and is
to General Instruction A.(c), please effective pursuant to General
check the following box. / / Instruction A.(d), please check
the following box. /x/
Securities Act registration file number to which this form relates:
333-23943
-------------------
(If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
------------------- ------------------------------
- ------------------------------------- -----------------------------------
- ------------------------------------- -----------------------------------
Securities to be registered pursuant to Section 12(g) of the Act:
$50,000,000 aggregate principal amount of 10%
Convertible Subordinated Notes due 2002
- --------------------------------------------------------------------------------
(Title of Class)
- --------------------------------------------------------------------------------
(Title of Class)
<PAGE>
Item 1. Description of Registrant's Securities to be Registered
Reference is made to the description of the Registrant's 10%
Convertible Subordinated Notes, due 2002 (the "Notes"), under the caption "Item
5. Other Events" in the Registrant's Current Report on Form 8-K filed with the
Securities and Exchange Commission on March 14, 1997 (File No.0-16986) (the
"Note Description 8K").
Item 2. Exhibits
4.1 Specimen form of the Notes (incorporated by reference to
Exhibit 4.1 to the Note Description 8K).
4.2 Indenture, dated as of February 27, 1997, between Acclaim
Entertainment, Inc. and IBJ Schroder Bank & Trust Company,
as Trustee (incorporated by reference to Exhibit 4.2 to the
Note Description 8-K).
20 Note Description 8K.
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.
Acclaim Entertainment, Inc.
Registrant
Date: September 17, 1997 By J. Mark Hattendorf
------------------------------
J. Mark Hattendorf
Executive Vice President and
Chief Financial and Accounting Officer
<PAGE>
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)
February 26, 1997
ACCLAIM ENTERTAINMENT, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-16-986 38-2698904
(Commission File Number) (IRS Employer Identification Number)
One Acclaim Plaza, Glen Cove, New York 11542
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (516) 656-5000
<PAGE>
ITEM 5. OTHER EVENTS
On February 26, 1997, Acclaim Entertainment, Inc., a Delaware
corporation (the "Registrant"), completed a private placement of its 10%
Convertible Subordinated Notes due 2002 (the "Notes"), in the aggregate
principal amount of $50 million. The Notes are unsecured, and are convertible
into shares of the Registrant's common stock, $.02 par value per share (the
"Common Stock") at any time after 60 days following the date of initial issuance
and prior to maturity, unless previously redeemed, at an initial conversion
price of $5.18 per share, subject to anti-dilution adjustment under certain
conditions.
The Notes were issued under an Indenture, dated as of February 26,
1997, between the Company and IBJ Schroder Bank & Trust Company, as Trustee (the
"Trustee"). The Trustee will also serve as Conversion Agent and Paying Agent in
respect of the Notes. All terms used and not defined herein shall have the
meanings ascribed to such terms in the Indenture.
The Notes are unsecured subordinated obligations of the Company, are
limited to an aggregate principal amount of $50,000,000 and will mature on March
1, 2002. The Notes are redeemable, in whole or in part, at the option of the
Registrant at any time on or after March 1, 2000, at the redemption prices
(expressed as a percentage of the principal amount) set forth below for the
12-month period beginning March 1 of the years indicated:
2000..................................... 104.00%
2001..................................... 102.00%
and at maturity at 100% of principal, together in the case of any such
redemption with accrued interest to the redemption date.
If a Repurchase Event occurs, each Holder of the Notes will have the
right, subject to certain conditions and restrictions, to require the Registrant
to repurchase all outstanding Notes, in whole or in part, owned by such Holder
at 100% of their principal amount plus accrued interest, if any, to the date of
repurchase. The occurrence of a Repurchase Event is an event of default under
the Registrant's main credit facility with its lead senior lender, BNY Financial
Corporation.
The Notes are subordinated to all existing and future Senior
Indebtedness of the Registrant and will be effectively subordinated to all
indebtedness and other liabilities of the Registrant's subsidiaries.
2
<PAGE>
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits
Exhibits:
4.1 Specimen Form of the Notes.
4.2 Indenture, dated as of February 26, 1997, between
Acclaim Entertainment, Inc. and IBJ Schroder Bank
& Trust Company, as Trustee.
99 Press release of Acclaim Entertainment, Inc. dated
February 28, 1997.
3
<PAGE>
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.
ACCLAIM ENTERTAINMENT, INC.
By /s/ J. Mark Hattendorf
-----------------------------------
Name: J. Mark Hattendorf
Title: Executive Vice
President and Chief
Financial and Accounting
Officer
Dated: March 14, 1997
4
