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 (see General Instruction A.2. below):
o
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item
1.01 Entry into a Material Definitive Agreement.
On
June30, 2008, Platinum Studios, Inc. (the “Company” or “Platinum”) entered into a
License for Software Development and Distribution Agreement (the “Agreement”)
with Brash Entertainment, LLC (“Brash”). Under the terms of the Agreement, the
Company is granting to Brash a non-transferable, exclusive license to develop
and release video game products based on the graphic novel “Cowboys &
Aliens” delivered on a variety of electronic platforms, including Microsoft Xbox
360, Sony PlayStations 2 and 3, Nintendo Wii, as well as through the internet
and via wireless handheld devices. Licensee
also has the right to distribute the video
games in all customary and standard channels of distribution, including, but
not
limited to, trade, retail, rental outlets, online, digitally, and mobile (“on”
and “off” deck).
The
Agreement has a term of four years. In addition, starting
on the
initial commercial release of the video games, for a period of five years,
Brash
shall have the exclusive right to package, distribute, market, promote,
advertise, sell, and otherwise exploit such video games..
Under
the
terms of the Agreement, Brash is required to make the following payments to
Platinum:
·
a
minimum amount of $250,000,of
which$125,000
was paid following execution of the Agreement, and the balance of which
is
payable no later than July 31, 2008;
·
a
production fee, payable as follows: (a) $125,000 payable upon the earlier
of (i) commencement of production of the first video game, or (ii)
thedate
on which the motion picture upon which the video game is based is greenlit
for production (as such terms are commonly understood in the film
industry) by a major motion picture studio with a budget of no less
than
$60 million;
and
(b) $125,000 payable upon the earlier of (i)Platinum’s
approval of the Gold Master version of the first video game; or (ii)
the
theatrical release of the motion picture upon which the video game
is
based.
·
a
royalty from the net sales of all formats of the video games as
follows:.
§
Console
and Handheld Platforms:
8% of net sales on sales of 1 to 600,000 units sold and not returned;
and
10% of Net Sales on sales of 600,001 + units sold and not
returned.
§
First
Party Platforms:
10%
of all revenue received by licensee in connection therewith, less
any unaffiliated third-party costs.
§
Mobile:
25% of all revenue received by licensee in connection therewith, less
any
unaffiliated third-party costs.
§
Digital
Distribution:
25% of all revenue received by licensee in connection
therewith.
Item
9.01 Financial Statements and Exhibits.
(c)
Exhibits.
Exhibit
Number
Description
10.1
License
for Software Development and
Distribution Agreement dated June 30, 2008 between Platinum Studios,
Inc.
and Brash Entertainment,
LLC
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 hereunto
duly authorized.