Jakks Pacific, Inc., Form 8-K

-----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, H2S+ZxTDqX+LvX8TOWdC6q7t4xryqsqm8CQi+S8rt4B1Qr6rveo/rbSfX4vk4yTc 2eubYL4s+6t0xk0H8/pOcg== 0000950148-03-001502.txt : 20030612 0000950148-03-001502.hdr.sgml : 20030612 20030612124209 ACCESSION NUMBER: 0000950148-03-001502 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030609 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030612 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: 03741854 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 v90850e8vk.htm FORM 8-K Jakks Pacific, Inc., Form 8-K

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):
June 12, 2003 (June 9, 2003)

JAKKS PACIFIC, INC.

(Exact Name of registrant as specified in its charter)


Delaware	0-28104	95-4527222
(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer
incorporation)		Identification No.)

22619 Pacific Coast Highway
Malibu, California
(Address of principal
executive offices)

90265
(Zip Code)

Registrant’s telephone number, including area code: (310) 456-7799

TABLE OF CONTENTS


	Item 7. Financial Statements and Exhibits.
SIGNATURES
Exhibit Index
EXHIIBT 99.1

JAKKS PACIFIC, INC.
INDEX TO FORM 8-K
FILED WITH THE SECURITIES AND EXCHANGE COMMISSION
JUNE 12, 2003

ITEMS IN FORM 8-K


	Page

Facing Page		1
Item 7. Financial Statements and Exhibits		3
Signatures		4
Exhibit Index		5

Item 7. Financial Statements and Exhibits.

(c) Exhibits


Exhibit
Number		Description

99.1*		June 9, 2003 Press Release

Filed herewith

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: June 12, 2003	JAKKS PACIFIC, INC.


	By:	/s/ Jack Friedman

		Jack Friedman
		Chairman and Chief Executive Officer

Exhibit Index


Exhibit
Number		Description

99.1*		June 9, 2003 Press Release

Filed herewith

5 EX-99.1 3 v90850exv99w1.htm EXHIIBT 99.1 Jakks Pacific, Inc., Exhibit 99.1

JAKKS Pacific Completes Private Convertible Senior Notes Financing

MALIBU, Calif.—(BUSINESS WIRE)—June 9, 2003—JAKKS Pacific, Inc. (Nasdaq:JAKK), a leading multi-brand company that designs and markets a broad range of toys and leisure products, announced today the completion of its private, unregistered offering of Convertible Senior Notes in the aggregate principal amount of $98 million (including the sale of $18 million principal Notes acquired by the initial purchaser upon the exercise of its over-allotment option).

The Notes bear interest at a rate of 4 5/8% and mature in 2023. Upon the occurrence of certain events, the Notes are convertible into shares of JAKKS common stock at a conversion rate of 50 shares per $1,000 principal amount at issuance of the Notes. JAKKS may redeem the Notes for cash at any time beginning June 15, 2010. Holders of the Notes may require JAKKS to repurchase the Notes held by them on June 15, 2010 for cash and on June 15, 2013 and June 15, 2018 for cash, shares of JAKKS common stock or any combination of cash and stock, at JAKKS’ election.

JAKKS intends to use the net proceeds from the sale of the Notes to finance potential acquisitions of companies, licenses, brands and product lines for product development, for working capital and general corporate purposes.

The Notes and the common stock issuable upon conversion thereof have not been registered under the Securities Act of 1933, as amended, or any state securities or blue sky laws and may not be offered or sold in the United States or in any state thereof absent registration or an applicable exemption from the registration requirements of such laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of such securities.

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®, Road Champs®, Remco®, Child Guidance®, Pentech®, Trendmasters®, Toymax®, Funnoodle®, Go Fly a Kite® and Color Workshop®. The Company also participates in a joint venture with THQ Inc. that has exclusive worldwide rights to publish and market World Wrestling Entertainment™ video games. For further information, visit www.jakkspacific.com.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements. Such statements reflect the current views of the Company with respect to future events and are subject to certain risks, uncertainties and assumptions. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual future results or events may vary materially from those described herein.

7 -----END PRIVACY-ENHANCED MESSAGE-----

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

			MALIBU, Calif.—(BUSINESS WIRE)—June 9, 2003—JAKKS Pacific, Inc. (Nasdaq:JAKK), a leading multi-brand company that designs and markets a broad range of toys and leisure products, announced today the completion of its private, unregistered offering of Convertible Senior Notes in the aggregate principal amount of $98 million (including the sale of $18 million principal Notes acquired by the initial purchaser upon the exercise of its over-allotment option).

			The Notes bear interest at a rate of 4 5/8% and mature in 2023. Upon the occurrence of certain events, the Notes are convertible into shares of JAKKS common stock at a conversion rate of 50 shares per $1,000 principal amount at issuance of the Notes. JAKKS may redeem the Notes for cash at any time beginning June 15, 2010. Holders of the Notes may require JAKKS to repurchase the Notes held by them on June 15, 2010 for cash and on June 15, 2013 and June 15, 2018 for cash, shares of JAKKS common stock or any combination of cash and stock, at JAKKS’ election.

			JAKKS intends to use the net proceeds from the sale of the Notes to finance potential acquisitions of companies, licenses, brands and product lines for product development, for working capital and general corporate purposes.

			The Notes and the common stock issuable upon conversion thereof have not been registered under the Securities Act of 1933, as amended, or any state securities or blue sky laws and may not be offered or sold in the United States or in any state thereof absent registration or an applicable exemption from the registration requirements of such laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of such securities.

			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®, Road Champs®, Remco®, Child Guidance®, Pentech®, Trendmasters®, Toymax®, Funnoodle®, Go Fly a Kite® and Color Workshop®. The Company also participates in a joint venture with THQ Inc. that has exclusive worldwide rights to publish and market World Wrestling Entertainment™ video games. For further information, visit www.jakkspacific.com.

			“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements. Such statements reflect the current views of the Company with respect to future events and are subject to certain risks, uncertainties and assumptions. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual future results or events may vary materially from those described herein.