-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MC7IuhsFFQUgmTWLc2/1Z9KVMTcE4G5MHGI7jvXKnBp/DnIXrltySi/zqhG+SaM1 CwGFNdbsIrKwNVaZgummaQ== 0000813828-03-000088.txt : 20030401 0000813828-03-000088.hdr.sgml : 20030401 20030321170817 ACCESSION NUMBER: 0000813828-03-000088 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980416 DATE AS OF CHANGE: 20030401 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MIDWAY GAMES INC CENTRAL INDEX KEY: 0001022080 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 222906244 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-49599 FILM NUMBER: 03612763 BUSINESS ADDRESS: STREET 1: 2704 WEST ROSCOE STREET CITY: CHICAGO STATE: IL ZIP: 60618 BUSINESS PHONE: 7739612222 MAIL ADDRESS: STREET 1: 3401 NORTH CALIFORNIA AVE CITY: CHICAGO STATE: IL ZIP: 60618 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL AMUSEMENTS INC /MD/ CENTRAL INDEX KEY: 0000913264 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 042261332 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 200 ELM STREET CITY: DEDHAM STATE: MA ZIP: 02026 BUSINESS PHONE: 6174611600 MAIL ADDRESS: STREET 1: 200 ELM STREET CITY: DEBHAM STATE: MA ZIP: 02026 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL AMUSEMENTS INC DATE OF NAME CHANGE: 19931008 SC 13D 1 mwy-13d.txt SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------------------------------- SCHEDULE 13D Under the Securities Exchange Act of 1934 MIDWAY GAMES INC. (Name of Issuer) Common Stock (Title of Class of Securities) 598-148-104 (CUSIP Number) Sumner M. Redstone 200 Elm Street Dedham, Massachusetts 02026 Telephone: (781) 461-1600 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 6, 1998 (Date of Event which Requires Filing of this Statement) --------------------------------------------------------- If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box / /. Check the following box if a fee is being paid with this statement / /. Page 1 of 7 CUSIP No. 598-148-104 (1) Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person SUMNER M. REDSTONE --------------------------------------------------------------------------- S.S. No. --------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member of Group (See Instructions) / / (a) ------------------------------------------------------------ / / (b) ------------------------------------------------------------ (3) SEC Use Only ------------------------------------------------------------ (4) Sources of Funds (See Instructions) N/A ---------------------------------------- (5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e). ------------------------------------------------------------ (6) Citizenship or Place of Organization United States ----------------------------------- - - -------------- Number of (7) Sole Voting Power 4,182,065 Shares ------------------------------ Beneficially (8) Shared Voting Power Owned by ------------------------------ Each (9) Sole Dispositive Power 4,182,065 Reporting ------------------------------ Person (10) Shared Dispositive Power With ------------------------------ - - -------------- (11) Aggregate Amount Beneficially Owned by Each Reporting 8,354,836* --------------------------------------------------------------------------- (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 21.7% ------------------------- (14) Type of Reporting Person (See Instructions) IN ------------------------------ - - -------------- *Includes shares owned by National Amusements, Inc. Page 2 of 7 CUSIP No. 598-148-104 (1) Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person NATIONAL AMUSEMENTS, INC. --------------------------------------------------------------------------- I.R.S. No. 04-2261332 --------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member of Group (See Instructions) / / (a) ------------------------------------------------------------ / / (b) ------------------------------------------------------------ (3) SEC Use Only ------------------------------------------------------------ (4) Sources of Funds (See Instructions) N/A ---------------------------------------- (5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e). ------------------------------------------------------------ (6) Citizenship or Place of Organization Maryland ----------------------------------- - - -------------- Number of (7) Sole Voting Power 4,172,771 Shares ------------------------------ Beneficially (8) Shared Voting Power Owned by ------------------------------ Each (9) Sole Dispositive Power 4,172,771 Reporting ------------------------------ Person (10) Shared Dispositive Power With ------------------------------ - - -------------- (11) Aggregate Amount Beneficially Owned by Each Reporting 4,172,771 --------------------------------------------------------------------------- (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 10.8% ------------------------- (14) Type of Reporting Person (See Instructions) CO ------------------------------ Page 3 of 7 Item 1. Security and Issuer. ------------------- The class of equity securities to which this Statement on Schedule 13D relates is the voting common stock, $.01 par value per share (the "Common Shares"), of Midway Games Inc. (the "Issuer"), a Delaware corporation, with its principal executive office located at 3401 North Carolina Avenue, Chicago, IL 60618. Item 2. Identity and Background. ----------------------- This Statement is being filed by Mr. Sumner M. Redstone and National Amusements, Inc. ("NAI"). NAI has its principal office at 200 Elm Street, Dedham, Massachusetts 02026. NAI's principal businesses are owning and operating movie theaters in the United States, United Kingdom and South America and holding the common stock of Viacom. 75% of the issued and outstanding shares of capital stock of NAI are beneficially owned by Mr. Sumner M. Redstone, as trustee of various trusts. Sumner M. Redstone is an individual whose business address is c/o National Amusements, Inc., 200 Elm Street, Dedham, Massachusetts 02026. Mr. Redstone's principal occupation is Chairman of the Board, President and Chief Executive Officer of NAI and Chairman of the Board, Chief Executive Officer of Viacom Inc. The executive officers and directors of NAI are set forth on Schedule I attached hereto. Schedule I sets forth the following information with respect to each such person: (a) Name; (b) Residence or business address; and (c) Present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted. During the last five years, neither of the Reporting Persons nor any person named in Schedule I attached hereto has been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. All of the directors of NAI, including Mr. Sumner M. Redstone, are citizens of the United States. Item 3. Source and Amount of Funds or Other Consideration. -------------------------------------------------- The Common Shares were acquired by the Reporting Persons pursuant to a tax free spin-off to holders of record of Common Stock, par value $.50 per share ("WMS Common Stock"), of WMS Industries Inc. ("WMS") as of March 31, 1998 (the "Record Date"). page 4 of 7 Item 4. Purpose of Transaction. ----------------------- The Common Shares were acquired by the Reporting Persons pursuant to a tax free spin-off from WMS on the basis of 1.19773 Common Shares of the Issuer for each share of WMS Common Stock owned as of the Record Date. The Reporting Persons may, at any time and from time to time, purchase additional Common Shares of the Issuer and may dispose of any and all Common Shares of the Issuer held by them. Notwithstanding the foregoing, the Reporting Persons have no current plan or proposal which relates to, or would result in, any of the actions enumerated in subparagraphs (a) through (j) of Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer. ------------------------------------- (a) NAI is currently the beneficial owner, with sole dispositive and voting power, of 4,172,771 shares, or approximately 10.8%, of the issued and outstanding Common Shares of the Issuer (based on the number of Common Shares that were reported by the Issuer to be issued and outstanding as of the Record Date). (b) Mr. Sumner M. Redstone is currently the beneficial owner, with sole dispositive and voting power, of 4,182,065 shares, or approximately 10.9%, of the issued and outstanding Common Shares of the Issuer (based on the number of Common Shares that were reported by the Issuer to be issued and outstanding as of the Record Date). As a result of his stock ownership in NAI, Mr. Sumner M. Redstone is deemed the beneficial owner of an additional 4,172,771 shares of the issued and outstanding Common Shares of the Issuer, for a total of 8,354,836 Common Shares, or approximately 21.7% of the issued and outstanding Common Shares of the Issuer (based on the number of Common Shares that were reported by the Issuer to be issued and outstanding as of the Record Date). (c) Ms. Shari Redstone, a director and executive officer of NAI, is currently the beneficial owner, with sole dispositive and voting power of 9,581 shares, or less than 1% of the issued and outstanding Common Shares of the Issuer (based on the number of Common Shares that were reported by the Issuer to be issued and outstanding as of the Record Date). (d) Mr. Philippe P. Dauman, a director of NAI, is currently the beneficial owner, with sole dispositive and voting power of 5,988 shares, or less than 1% of the issued and outstanding Common Shares of the Issuer (based on the number of Common Shares that were reported by the Issuer to be issued and outstanding as of the Record Date). (e) Mr. George Abrams, a director of NAI, is currently the beneficial owner, with sole dispositive and voting power of 2,395 shares, or less than 1% of the issued and outstanding Common Shares of the Issuer (based on the number of Common Shares that were reported by the Issuer to be issued and outstanding as of the Record Date). Page 5 of 7 Signatures ---------- After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. Pursuant to Rule 13d-1(f)(1), each of the undersigned agrees that this statement is filed on behalf of each of us. April 16, 1998 /S/ Sumner M. Redstone --------------------------- Sumner M. Redstone, Individually National Amusements, Inc. By: /S/ Sumner M. Redstone --------------------------- Sumner M. Redstone, Chairman, President and Chief Executive Officer Page 6 of 7 Schedule I Executive Officers ------------------
Name and Address of Corporation or Business or Principal Occupation Other Organization Name Residence Address or Employment in which Employed - - ---- ----------------- --------------------- ------------------- Sumner M. Viacom Inc. Chairman of the Board, Chief National Amusements, Inc. Redstone* 1515 Broadway Executive Officer of Viacom 200 Elm Street New York, NY l0036 Inc., Chairman of the Board, Dedham, MA 02026 President and Chief Executive Officer of National Amusements, Inc. Shari Redstone* National Amusements, Inc. Executive Vice President of National Amusements, Inc. 200 Elm Street National Amusements, Inc. 200 Elm Street Dedham, MA Dedham, MA 02026 Jerome Magner National Amusements, Inc. VP and Treasurer of National National Amusements, Inc. 200 Elm Street Amusements, Inc. 200 Elm Street Dedham, MA 02026 Dedham, MA 02026
DIRECTORS --------- George S. Abrams Winer & Abrams Attorney Winer & Abrams 60 State Street 60 State Street Boston, MA 02109 Boston, MA 02109 David Andelman Lourie and Cutler Attorney Lourie and Cutler 60 State Street 60 State Street Boston, MA 02109 Boston, MA 02109 Philippe P. Viacom Inc. Deputy Chairman, Executive Viacom Inc. Dauman 1515 Broadway Vice President, General 1515 Broadway New York, NY l0036 Counsel and Chief New York, NY l0036 Administrative Officer of Viacom Inc. Martin Davis Wellspring Associates Inc. President of Wellspring Wellspring Associates Inc. 620 Fifth Avenue Associates 620 Fifth Avenue New York, NY 10020 New York, NY 10020 Brent D. c/o Showtime Networks Inc. Director of National National Amusements, Inc. Redstone 8101 E. Prentice Avenue Amusements, Inc. 200 Elm Street Suite 704 Dedham, MA 02026 Englewood, CO 80111 Phyllis Redstone 98 Baldpate Hill Road N/A N/A Newton Centre, MA 02159 (Residence) - - ------------------- *Also a Director
Page 7 of 7 -----END PRIVACY-ENHANCED MESSAGE-----