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GLU MOBILE INC FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits

May 30, 2014



Item 1.01 Entry into a Material Definitive Agreement.

On May 30, 2014, Glu Mobile Inc. ("Glu") entered into an underwriting agreement (the "Underwriting Agreement") with Cowen and Company, LLC and Stifel, Nicolaus & Company, Incorporated, as representatives of the several underwriters named therein (collectively, the "Underwriters"). The Underwriting Agreement provides for the sale to the Underwriters of up to 9,861,250 shares of Glu's common stock, par value $0.0001 per share, at a price to the Underwriters of $3.50 per share, including an overallotment option of 1,286,250 shares (the "Offering"). The shares are being offered and sold under a prospectus supplement filed with the Securities and Exchange Commission pursuant to Rule 424(b) of the Securities Act of 1933, as amended, in connection with an offering pursuant to Glu's shelf registration statement on Form S-3 (File Number 333-195590). Glu expects to receive approximately $30.0 million in gross proceeds from the Offering before underwriting discounts and estimated offering expenses, assuming no exercise of the overallotment option, and approximately $34.5 million in gross proceeds if the overallotment option is exercised in full.

The Underwriting Agreement contains representations, warranties and covenants that are customary for transactions of this type. The shares are expected to be delivered to the Underwriters on or about June 4, 2014, subject to the satisfaction of customary closing conditions.

The above description of the Underwriting Agreement is qualified in its entirety by the Underwriting Agreement, which is filed as Exhibit 1.01 and is incorporated herein by reference.

Item 8.01 Other Events.

The opinion of Glu's counsel regarding the validity of the shares issued pursuant to the Offering is also filed as Exhibit 5.01.

On May 30, 2014, Glu issued a press release announcing that it had priced the Offering, which press release is filed as Exhibit 99.01 to this report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. Exhibit No. Description 1.01 Underwriting Agreement, dated May 30, 2014, by and among Glu Mobile Inc., Cowen and Company, LLC and Stifel, Nicolaus & Company, Incorporated. 5.01 Opinion of Fenwick & West LLP. 23.01 Consent of Fenwick & West LLP (included in Exhibit 5.01). 99.01 Press Release dated May 30, 2014.



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Source: Edgar Glimpses


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