Delaware (State or Other Jurisdiction of Incorporation or Organization) |
91-2143667 (I.R.S. Employer Identification No.) |
Kevin S. Chou, Esq. Vice President and General Counsel Glu Mobile Inc. 2207 Bridgepointe Parkway, Suite 300 San Mateo, CA 94404 |
David A. Bell, Esq. Fenwick & West LLP Silicon Valley Center 801 California Street Mountain View, CA 94041 |
Large accelerated filer o | Accelerated filer o | Non-accelerated filer þ (Do not check if a smaller reporting company) |
Smaller reporting company o |
Proposed maximum | Proposed maximum | Amount of | ||||||||||||||||||||
Title of each class of securities | Amount to be | offering price | aggregate offering | registration | ||||||||||||||||||
to be registered | Registered (1) | per unit | price | fee | ||||||||||||||||||
Common Stock, $0.0001 par value |
819,245 | (2) | $ | 1.00 | (5) | $ | 819,245 | $ | 58.41 | |||||||||||||
Common Stock, $0.0001 par value |
910,796 | (3) | $ | 1.00 | (5) | $ | 910,796 | $ | 64.94 | |||||||||||||
Common Stock, $0.0001 par value |
303,599 | (4) | $ | 0.85 | (6) | $ | 258,060 | $ | 18.40 | |||||||||||||
Total |
2,033,640 | $ | 1,988,101 | $ | 141.75 | |||||||||||||||||
(1) | Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the Securities Act), this Registration Statement shall also cover any additional shares of the Registrants common stock that become issuable under the 2008 Equity Inducement Plan, the 2007 Equity Incentive Plan and the 2007 Employee Stock Purchase Plan by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the receipt of consideration that increases the number of the Registrants outstanding shares of common stock. | |
(2) | The number of shares of common stock registered hereby consists of shares authorized to be issued under the 2008 Equity Inducement Plan. | |
(3) | Represents an automatic increase in the number of shares available for issuance under the 2007 Equity Incentive Plan equal to 3% of 30,359,880 shares, the total outstanding shares of the Registrant as of December 31, 2009. This automatic increase was effective as of January 1, 2010. | |
(4) | Represents an automatic increase in the number of shares available for issuance under the 2007 Employee Stock Purchase Plan equal to 1% of 30,359,880 shares, the total outstanding shares of the Registrant as of December 31, 2009. This automatic increase was effective as of January 1, 2010. | |
(5) | Estimated solely for the purpose of calculating the registration fee in accordance with Rules 457(c) and 457(h) under the Securities Act of 1933, and based upon the average of the high and low sales prices of the Registrants common stock as reported by the NASDAQ Global Market on March 30, 2010. | |
(6) | Estimated solely for the purpose of calculating the registration fee in accordance with Rules 457(c) and 457(h) under the Securities Act of 1933, based upon 85% of the average of the high and low sales prices of the Registrants common stock as reported by the NASDAQ Global Market on March 30, 2010. Pursuant to the 2007 Employee Stock Purchase Plan, the purchase price of a share is 85% of the fair market value of the Registrants common stock. |
I-1
Number | Exhibit Title | |
4.01
|
Form of Restated Certificate of Incorporation of the Registrant (Incorporated herein by reference to Exhibit 3.02 of the Registrants Registration Statement on Form S-1 (Registration No. 333-139493) filed with the Commission on December 19, 2006 (the Form S-1)). | |
4.02
|
Form of Amended and Restated Bylaws of the Registrant (Incorporated herein by reference to Exhibit 99.01 of the Registrants Current Report on Form 8-K filed with the Commission on October 28, 2008). | |
4.03
|
2007 Equity Incentive Plan and forms of (a) Notice of Stock Option Grant, Stock Option Award Agreement and Stock Option Exercise Agreement, (b) Notice of Restricted Stock Award and Restricted Stock Agreement, (c) Notice of Stock Appreciation Right Award and Stock Appreciation Right Award Agreement, (d) Notice of Restricted Stock Unit Award and Restricted Stock Unit Agreement and (e) Notice of Stock Bonus Award and Stock Bonus Agreement (Incorporated herein by reference to Exhibit 10.03 of the Form S-1). | |
4.04
|
2007 Employee Stock Purchase Plan, as amended and restated on July 1, 2009 (Incorporated herein by reference to Exhibit 10.01 of the Registrants Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 filed with the Commission on November 9, 2009). | |
4.05
|
2008 Equity Inducement Plan, as amended and restated on December 28, 2009, and forms of Notice of Stock Option Grant, Stock Option Award Agreement and Stock Option Exercise Agreement (Incorporated herein by reference to Exhibit 10.05 of the Registrants Annual Report on Form 10-K for the year ended December 31, 2009 filed with the Commission on March 31, 2010). | |
5.01
|
Opinion of Kevin S. Chou, General Counsel of the Registrant. | |
23.01
|
Consent of Kevin S. Chou (included in Exhibit 5.01). | |
23.02
|
Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm. | |
24.01
|
Power of Attorney (see page II-1 of this Registration Statement). |
GLU MOBILE INC. |
||||
By: | /s/ Niccolo M. de Masi | |||
Niccolo M. de Masi | ||||
President and Chief Executive Officer | ||||
Signature | Title | Date | ||
Principal Executive Officer: |
||||
/s/ Niccolo M. de Masi
|
President, Chief Executive Officer and Director | March 31, 2010 | ||
Principal Financial and
Accounting Officer: |
||||
/s/ Eric R. Ludwig
|
Senior Vice President and Chief Financial Officer | March 31, 2010 | ||
Additional Directors: |
||||
/s/ William J. Miller
|
Chairman of the Board | March 31, 2010 | ||
/s/ Ann Mather
|
Director | March 31, 2010 |
Signature | Title | Date | ||
/s/ Richard A. Moran
|
Director | March 31, 2010 | ||
/s/ Hany M. Nada
|
Director | March 31, 2010 | ||
/s/ A. Brooke Seawell
|
Director | March 31, 2010 | ||
/s/ Daniel L. Skaff
|
Director | March 31, 2010 | ||
/s/ Ellen Siminoff
|
Director | March 31, 2010 |
Number | Exhibit Title | |
4.01
|
Form of Restated Certificate of Incorporation of the Registrant (Incorporated herein by reference to Exhibit 3.02 of the Registrants Registration Statement on Form S-1 (Registration No. 333-139493) filed with the Commission on December 19, 2006 (the Form S-1)). | |
4.02
|
Form of Amended and Restated Bylaws of the Registrant (Incorporated herein by reference to Exhibit 99.01 of the Registrants Current Report on Form 8-K filed with the Commission on October 28, 2008). | |
4.03
|
2007 Equity Incentive Plan and forms of (a) Notice of Stock Option Grant, Stock Option Award Agreement and Stock Option Exercise Agreement, (b) Notice of Restricted Stock Award and Restricted Stock Agreement, (c) Notice of Stock Appreciation Right Award and Stock Appreciation Right Award Agreement, (d) Notice of Restricted Stock Unit Award and Restricted Stock Unit Agreement and (e) Notice of Stock Bonus Award and Stock Bonus Agreement (Incorporated herein by reference to Exhibit 10.03 of the Form S-1). | |
4.04
|
2007 Employee Stock Purchase Plan, as amended and restated on July 1, 2009 (Incorporated herein by reference to Exhibit 10.01 of the Registrants Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 filed with the Commission on November 9, 2009). | |
4.05
|
2008 Equity Inducement Plan, as amended and restated on December 28, 2009, and forms of Notice of Stock Option Grant, Stock Option Award Agreement and Stock Option Exercise Agreement (Incorporated herein by reference to Exhibit 10.05 of the Registrants Annual Report on Form 10-K for the year ended December 31, 2009 filed with the Commission on March 31, 2010). | |
5.01
|
Opinion of Kevin S. Chou, General Counsel of the Registrant. | |
23.01
|
Consent of Kevin S. Chou (included in Exhibit 5.01). | |
23.02
|
Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm. | |
24.01
|
Power of Attorney (see page II-1 of this Registration Statement). |