f8k62008_ea2redmile.htm
UNITED
STATES
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): June 20, 2008
Red Mile
Entertainment, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
(State
or other jurisdiction of
incorporation)
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File
Number)
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20-4441647
(IRS
Employer
Identification
Number)
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223 San
Anselmo Way, #3
San
Anselmo, CA 94960
(Address
of principal executive offices) (Zip Code)
(415)
339-4240
(Registrant's
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the Registrant under any of the following
provisions:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17
CFR 240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17
CFR 240.13e-4(c))
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Item
1.01. Entry Into A Material Definitive Agreement
On June 20, 2008, Red Mile
Entertainment, Inc. (the “Company”) and Atari Interactive, Inc. (“Atari”)
entered into a Publishing Agreement (the “Agreement”) that grants Atari an
exclusive worldwide license to publish, sell and distribute the interactive game
currently in development under the working title “Heroes over Europe” (the
“Title”) for Microsoft Windows®-based
personal computers and the Sony PlayStation 3® and
Microsoft Xbox 360®
consoles. The Title is a sequel to “Heroes over the Pacific,” a game
that began shipping in September 2005. We expect Atari to begin
shipping the Title in our 2009 fiscal year. The Agreement has a term
of seven years after the initial release of the Title.
The Company has previously contracted
with IR Gurus Interactive Pty Ltd. d/b/a Transmission Games (“IR Gurus”), for
development of the Title, and the Company has a continuing obligation to make
periodic payments to IR Gurus upon achievement of certain milestones in the
development of the Title. As previously reported, IR Gurus has sent
the Company a notice of breach pertaining to our development contract with IR
Gurus for the Title. We believe that this breach was cured upon the
execution of the Agreement.
Atari made a cash payment to the
Company upon execution of the Agreement and will pay the Company periodically as
we achieve certain development milestones. The total amount of such
milestone payments, including the payment upon execution of the Agreement and a
potential bonus for timely completion of the Title is $7.5
million. Atari has also agreed to pay royalties to the Company based
on its net receipts from sales of the Title, after recoupment of amounts
previously paid to the Company under the Agreement.
The Company intends to file the
Agreement as an attachment to its quarterly report on Form 10-QSB for the
quarterly period ending June 30, 2008.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
RED MILE ENTERTAINMENT,
INC.
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Dated:
June 26, 2008
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By: /s/
Chester Aldridge
Chester Aldridge;
Chief Executive Officer
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