Activision Blizzard (ATVI)

Some of our current directors and executive officers have interests in the Transaction that may differ from your interests as a stockholder, and these persons may have conflicts of interest in recommending you approve the proposals set forth in the Preliminary Proxy Statement.

        In considering whether to approve the proposals and subproposals set forth in the Preliminary Proxy Statement, you should recognize that some of the members of management and our board of directors may have interests in the Transaction that differ from, or are in addition to, their interests as stockholders. These interests include:

•

the rights of certain officers to receive payments or other benefits, including grants of equity awards and the modification of vesting schedules of existing equity awards, following the completion of the Transaction;



•

the continuing service of several of Activision's existing directors and executive officers in the combined company after the closing date;



•

the amendment of employment arrangements with certain of Activision's executive officers to provide incentives for their continued service to the combined company after the closing date; and



•

the continued indemnification of Activision's directors post-closing.

Some of our current directors and executive officers have interests in the Transaction that may differ from your interests as a stockholder, and these
persons may have conflicts of interest in recommending you approve the proposals set forth in the Preliminary Proxy Statement.

        In considering whether to approve the proposals and subproposals set forth in the Preliminary Proxy Statement, you should recognize that some of the members of
management and our board of directors may have interests in the Transaction that differ from, or are in addition to, their interests as stockholders. These interests include:

•

the
rights of certain officers to receive payments or other benefits, including grants of equity awards and the modification of vesting schedules of existing equity awards,
following the completion of the Transaction;




•

the
continuing service of several of Activision's existing directors and executive officers in the combined company after the closing date;




•

the
amendment of employment arrangements with certain of Activision's executive officers to provide incentives for their continued service to the combined company after the
closing date; and




•

the
continued indemnification of Activision's directors post-closing.

In considering whether to approve the proposals and subproposals set forth in this proxy statement, you should recognize that some of the members of management and our board of directors may have interests in the Transaction that differ from, or are in addition to, their interests as stockholders. These interests include:

· the rights of certain officers to receive payments or other benefits, including grants of equity awards and the modification of vesting schedules of existing options, following the completion of the Transaction;

· the continuing service of several of Activision’s existing directors and executive officers in the combined company after the closing date;

· the amendment of employment arrangements with certain of Activision’s executive officers to provide incentives for their continued service to the combined company after the closing date; and

· the continued indemnification of Activision’s directors post-closing.