-----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, LOaCtifaqI8JgItQod2fGUERd3zGG7x5h1rQLB8HhVxy3ACZbYtGE/16jEr4VfxA WDAZxkpEK5PhOg0gOBAz6A== 0000891092-03-000713.txt : 20030422 0000891092-03-000713.hdr.sgml : 20030422 20030422080654 ACCESSION NUMBER: 0000891092-03-000713 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030422 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030422 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JAKKS PACIFIC INC CENTRAL INDEX KEY: 0001009829 STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944] IRS NUMBER: 954527222 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28104 FILM NUMBER: 03657481 BUSINESS ADDRESS: STREET 1: 22761 PACIFIC COAST HWY STREET 2: #B202 CITY: MALIBU STATE: CA ZIP: 90265 BUSINESS PHONE: 3104567799 MAIL ADDRESS: STREET 1: 22761 PACIFIC COAST HWY STREET 2: B202 CITY: MALIBU STATE: CA ZIP: 90265 8-K 1 e14647form8k.txt FORM 8-K CURRENT REPORT ================================================================================ 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): April 22, 2003 (April 22, 2003) JAKKS PACIFIC, INC. (Exact Name of registrant as specified in its charter) Delaware 0-28104 95-4527222 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 22619 Pacific Coast Highway 90265 Malibu, California (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code: (310) 456-7799 JAKKS PACIFIC, INC. INDEX TO FORM 8-K FILED WITH THE SECURITIES AND EXCHANGE COMMISSION APRIL 22, 2003 ITEMS IN FORM 8-K Page ---- Facing Page 1 Item 7. Financial Statements and Exhibits 3 Item 9. Regulation FD Disclosure 3 Signatures 4 Exhibit Index 5 2 Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibit Number Description ------ ----------- 99.1* April 22, 2003 Press Release ---------- * Filed herewith Item 9. Regulation FD Disclosure. In accordance with the interim guidance issued by the Commission on March 27, 2003 in Final Rule Release No. 33-8216, the information reported in this Report is being provided under Item 12. On April 22, 2003, the Company issued a press release announcing its results of operations for the quarter ended March 31, 2003. A copy of such release is annexed as an exhibit and is incorporated by reference hereto in its entirety. 3 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. Dated: April 22, 2003 JAKKS PACIFIC, INC. By: /s/ Jack Friedman --------------------- Jack Friedman Chief Executive Officer 4 Exhibit Index Exhibit Number Description ------ ----------- 99.1* April 22, 2003 Press Release ---------- * Filed herewith 5 EX-99.1 3 e14647ex99_1.txt PRESS RELEASE Exhibit 99.1 JAKKS Pacific Reports First Quarter 2003 Financial Results - First Quarter Revenue Increases 13.1% to $67.8 Million - MALIBU, Calif., April 22 /PRNewswire-FirstCall/ -- JAKKS Pacific, Inc. (Nasdaq: JAKK), a leading multi-brand company that designs and markets a broad range of toys and leisure products, today announced results for the three months ending March 31, 2003. First quarter net sales increased 13.1% to $67.8 million, compared to $59.9 million in the comparable period last year. Net income for the period increased to $6.0 million, or $0.24 per diluted share, compared to $2.2 million, or $0.11 per diluted share for the first quarter of last year. The Company had 24.9 million diluted shares outstanding in the first quarter of 2003, 23% more than the 20.2 million diluted shares outstanding in the first quarter of 2002. First quarter 2002 net income excluding one-time acquisition charges was $7.0 million, or $0.35 per diluted share. "We are encouraged by our first quarter's growth in sales and we believe we can still achieve our financial targets for the year, particularly, if there is an improvement in the overall economy and retail environment," said Jack Friedman, Chairman and Chief Executive Officer of JAKKS Pacific. "Our first quarter results demonstrate our ability to successfully integrate new product lines and expand our channels of distribution through recent acquisitions, Toymax(R) and Trendmasters(R), through newly licensed products, such as Dragon Ball Z(R) and through developing new proprietary products such as Tongue Tape(TM). We remain focused on a growth strategy to develop and acquire evergreen lines of products that provide retailers and consumers with the good value they have come to expect from us." "Overall, retailer and consumer response during the first quarter to our diversified product lines reinforces our belief that we are well-positioned in a difficult retail environment. Looking ahead, Go Fly a Kite(R), Funnoodle(R), The Storm(TM) and Pentech(R) lines should continue to provide strong sales for the spring, summer and back-to-school seasons," stated Stephen Berman, President and Chief Operating Officer of JAKKS Pacific. "We are also looking for growth from our new candy line of flavored tongue strips, Tongue Tape(TM), which continues to exceed our expectations with mass retailers, and we have begun to roll out the line in drug store chains, supermarkets and convenience stores. In addition, we are encouraged by initial results for our Flying Colors(R) line, including our branded activity toys for Nickelodeon(R), Dora the Explorer(TM) and SpongeBob SquarePants(TM), and expanded offerings of our Hello Kitty(R) products, just to name a few." Mr. Berman added, "We are seeing solid initial results from our new licenses for the Dragon Ball(R) franchise and Yu Yu Hakusho(R) and retailers are already looking forward to new introductions of these products. And, relative to our video game joint venture, we are encouraged by the initial feedback for our new video game Wrestlemania XIX, and other WWE(TM) wrestling titles slated for release later this year." Mr. Berman concluded, "Our financial position remains strong with $135.9 million of working capital, cash in excess of $71 million, or $2.97 per share, and net stockholder's equity of $362 million, or $14.97 per share. Given the strength of our balance sheet and $50 million bank line, we remain well positioned to continue to grow our business through strategic acquisitions and internal development that will further diversify our product offerings to our existing and new retail customers." Anyone interested will be able to listen to the teleconference, scheduled to begin at 8:30 a.m. EDT (5:30 a.m. PDT) on April 22, via the Internet at www.jakkspacific.com or www.CompanyBoardroom.com. These websites will host an archive of the teleconference for 30 days. A telephonic playback will be available from 11:30 a.m. EDT on April 22nd through 12:00 a.m. EDT on April 29. Calling 800-642-1687 or 706-645-9291 for international callers, password "JAKKS Pacific," can access the playback. JAKKS Pacific, Inc. is a multi-brand company that designs and markets a broad range of toys and leisure products. The product categories include: Action Figures, Arts & Crafts Activity Kits, Stationery, Writing Instruments, Performance Kites, Water Toys, Sports Activity Toys, Vehicles, Infant/Pre-School, Plush and Dolls. The products are sold under various brand names including Flying Colors(R), Road Champs(R), Remco(R), Child Guidance(R), Pentech(R), Trendmasters(R), Toymax(R), Funnoodle(R), and Go Fly a Kite(R). The Company also participates in a joint venture with THQ Inc. that has exclusive worldwide rights to publish and market World Wrestling Entertainment(TM) video games. For further information, visit www.jakkspacific.com. This press release contains statements that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations, estimates and projections about JAKKS' business based, in part, on assumptions made by its management. These statements are not guarantees of JAKKS' future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, including, but not limited to, those described above and the following: changes in demand for JAKKS' products, product mix, the timing of customer orders and deliveries, the impact of competitive products and pricing and difficulties encountered in the integration of acquired businesses. The forward-looking statements contained herein speak only as of the date on which they are made, and JAKKS does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release. For further information, please contact: Genna Goldberg of JAKKS Pacific, Inc., +1-310-455-6235; or John F. Mills of Integrated Corporate Relations, +1-562-256-7051, for JAKKS Pacific, Inc. Balance Sheet JAKKS Pacific, Inc. and Subsidiaries Condensed Consolidated Balance Sheets March 31, December 31, 2003 2002 ------------ ------------ ASSETS Current assets: Cash and cash equivalents $ 71,751,308 $ 68,412,826 Accounts receivable, net 58,906,373 56,195,578 Inventory, net 35,333,231 38,009,747 Notes receivable - officers -- 1,113,000 Prepaid expenses and other current assets 9,091,154 8,616,160 Deferred income taxes 4,445,658 4,445,658 ------------ ------------ Total current assets 179,527,724 176,792,969 Property and equipment 40,581,189 39,465,148 Less accumulated depreciation and amortization 26,743,325 24,639,593 Property and equipment, net 13,837,864 14,825,555 Goodwill, net 189,796,931 189,335,933 Trademarks & other assets, net 20,087,284 19,736,847 Investment in joint venture 2,982,979 8,118,645 ------------ ------------ Total assets $406,232,782 $408,809,949 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 37,311,777 $ 41,967,851 Current portion of long term debt 13,021 17,805 Income taxes payable 6,298,379 5,624,532 ------------ ------------ Total current liabilities 43,623,177 47,610,188 Long term debt, net of current portion 60,126 59,683 Deferred income taxes 562,948 562,948 623,074 622,631 ------------ ------------ Total liabilities 44,246,251 48,232,819 Stockholders' equity: Common stock, $.001 par value 24,586 24,473 Additional paid-in capital 239,771,908 240,101,458 Treasury Stock, at cost - 412,000 and nil shares, respectively (4,220,773) -- Retained earnings 126,410,810 120,451,199 361,986,531 360,577,130 ------------ ------------ Total liabilities and stockholders' equity $406,232,782 $408,809,949 ============ ============ Income Statement JAKKS Pacific, Inc. and Subsidiaries First Quarter Earnings Announcement, 2003 Condensed Statements of Operations (Unaudited) Three Months Ended March 31, 2003 2002 ----------- ----------- Net sales $67,759,445 $59,895,490 Less cost of sales: Cost of goods 36,057,738 28,120,995 Royalty expense 2,714,973 3,336,331 Amortization of tools and molds 1,544,270 1,968,313 Cost of sales 40,316,981 33,425,639 ----------- ----------- Gross profit 27,442,464 26,469,851 Direct selling expenses 7,503,741 8,084,841 Selling, general and administrative expenses 11,833,971 9,885,829 Acquisition shut-down and recall costs -- 6,621,497 Depreciation and amortization 601,178 458,251 Income from operations 7,503,574 1,419,433 Other (income) expense: Profit from Joint Venture (175,656) (1,296,695) Interest, net (162,363) (268,595) Income before provision for income taxes and minority interest 7,841,593 2,984,723 Provision for income taxes 1,881,982 805,875 Income before minority interest 5,959,611 2,178,848 Minority interest -- 22,747 ----------- ----------- Net income $ 5,959,611 $ 2,156,101 =========== =========== Earnings per share - diluted $0.24 $0.11 Shares used in earnings per share - diluted 24,917,384 20,236,265 -----END PRIVACY-ENHANCED MESSAGE-----