0001144204-14-036431.txt : 20140624 0001144204-14-036431.hdr.sgml : 20140624 20140609123819 ACCESSION NUMBER: 0001144204-14-036431 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140609 DATE AS OF CHANGE: 20140609 GROUP MEMBERS: MICHAEL ZIMMERMAN SUBJECT COMPANY: 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: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-50369 FILM NUMBER: 14898651 BUSINESS ADDRESS: STREET 1: 22619 PACIFIC COAST HWY CITY: MALIBU STATE: CA ZIP: 90265 BUSINESS PHONE: 3104567799 MAIL ADDRESS: STREET 1: 22619 PACIFIC COAST HWY CITY: MALIBU STATE: CA ZIP: 90265 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Prentice Capital Management, LP CENTRAL INDEX KEY: 0001326150 IRS NUMBER: 731728931 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 33 BENEDICT PLACE STREET 2: 2ND FLOOR CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: (212) 756-3587 MAIL ADDRESS: STREET 1: 33 BENEDICT PLACE STREET 2: 2ND FLOOR CITY: GREENWICH STATE: CT ZIP: 06830 SC 13G 1 v380978_sc13g.htm SCHEDULE 13G

SECURITIES AND EXCHANGE COMMISSION

 

WASHINGTON, D. C. 20549

 

SCHEDULE 13G

 

(Amendment No. )

 

JAKKS PACIFIC, INC.

 

(Name of Issuer)

 

Common Stock, Par Value $0.001 Per Share

 

(Title of Class of Securities)

 

47012E106

 

(CUSIP Number of Class of Securities)

 

June 3, 2014

 

(Date of Event which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule

is filed:

 

¨ RULE 13d-1(b)

x RULE 13d-1(c)

¨ RULE 13d-1(d)

 

 
 

 

CUSIP NO. 47012E106     Page 2 of 7
         

 

         
1.   NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Prentice Capital Management, LP
   
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    ¨
(b)    x
   
3.   SEC USE ONLY
 
   
4.   CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware
   

 

         
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH   5.   SOLE VOTING POWER
 
0
  6.   SHARED VOTING POWER
 
1,213,714
  7.   SOLE DISPOSITIVE POWER
 
0
  8.   SHARED DISPOSITIVE POWER
 
1,213,714

 

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,213,714
   
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)    ¨
   
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.21%*
   
12.   TYPE OF REPORTING PERSON (see instructions)

PN
   
         

 

*Beneficial ownership percentage is based upon 23,277,563 shares of common stock, $0.001 par value per share, of JAKKS Pacific, Inc., a Delaware corporation (the “Company”), issued and outstanding as of May 12, 2014, based on information reported by the Company in its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2014, filed with the Securities and Exchange Commission on May 13, 2014.

 
 

 

 

CUSIP NO. 47012E106     Page 3 of 7

 

         
1.   NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Michael Zimmerman
   
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    ¨
(b)    x
   
3.   SEC USE ONLY
 
   
4.   CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States of America
   

 

         
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH   5.   SOLE VOTING POWER
 
0
  6.   SHARED VOTING POWER
 
1,213,714
  7.   SOLE DISPOSITIVE POWER
 
0
  8.   SHARED DISPOSITIVE POWER
 
1,213,714

 

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,213,714
   
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)    ¨
   
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.21%*
   
12.   TYPE OF REPORTING PERSON (see instructions)

IN
   
         

 

**Beneficial ownership percentage is based upon 23,277,563 shares of common stock, $0.001 par value per share, of JAKKS Pacific, Inc., a Delaware corporation (the “Company”), issued and outstanding as of May 12, 2014, based on information reported by the Company in its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2014, filed with the Securities and Exchange Commission on May 13, 2014.

 
 


ITEM 1(a). Name of Issuer:

 

JAKKS Pacific, Inc. (the “Company”)

 

ITEM 1(b). Address of Issuer's Principal Executive Offices:

 

22619 Pacific Coast Highway

Malibu, CA 90265

 

ITEM 2(a). Names of Person Filing:

 

This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the “Reporting Persons”:

 

(i)Prentice Capital Management, LP, a Delaware limited partnership (“Prentice Capital Management”), with respect to the Common Stock, par value $0.001 per share, of the Company (the “Shares”), reported in this Schedule 13G (the “Schedule 13G”).

 

(ii)Michael Zimmerman who is the managing member of certain entities that, directly or indirectly, serve as the general partner or investment manager of certain investment funds and managed accounts that own the Shares reported in this Schedule 13G.

 

ITEM 2(b). Address of Principal Business Office Or, If None, Residence:

 

The address for the Reporting Persons is 33 Benedict Place, 2nd Floor, Greenwich, CT 06830.

 

ITEM 2(c). Citizenship:

 

Prentice Capital Management is organized under the laws of the State of Delaware. Mr. Zimmerman is a citizen of the United States.

 

ITEM 2(d). Title of Class of Securities:

 

Common Stock, $0.001 par value per share

 

ITEM 2(e). CUSIP Number: 47012E106

 
 

 

ITEM 3. If this Statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is:

 

Not Applicable

 

ITEM 4. Ownership:

 

Prentice Capital Management serves as investment manager to a number of investment funds and manages investments for certain entities in managed accounts with respect to which it has voting and dispositive authority over the Shares reported in this Schedule 13G. Michael Zimmerman is the managing member of certain entities that, directly or indirectly, serve as the general partner or investment manager of certain investment funds and managed accounts that own the Shares reported in this Schedule 13G. As such, he may be deemed to control Prentice Capital Management and certain of the investment funds and managed accounts managed by Prentice Capital Management and therefore may be deemed to be the beneficial owner of the Shares reported in this Schedule 13G. Each of the Reporting Persons disclaims beneficial ownership of all of the Shares reported in this Schedule 13G, except to the extent of his or its pecuniary interest.

 

(a)Amount Beneficially Owned: 1,213,714 Shares

 

(b)Percent of class: 5.21%

 

(c)Number of Shares as to which such person has:

 

(i)Sole power to vote or to direct the vote: 0

 

(ii)Shared power to vote or to direct the vote: 1,213,714 Shares

 

(iii)Sole power to dispose or to direct the disposition: 0

 

(iv)Shared power to dispose or to direct the disposition: 1,213,714 Shares

 

 

ITEM 5. Ownership of Five Percent or Less of a Class.

 

If this statement is being filed to report the fact that as of the date hereof the reporting persons has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.

 

ITEM 6. Ownership of More Than Five Percent on Behalf of Another Person.

 

Not applicable.

 

 
 

 

ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

 

Not applicable.

 

ITEM 8. Identification and Classification of Members of the Group.

 

See Item 4

 

ITEM 9. Notice of dissolution of group.

 

Not applicable.

 

ITEM 10. Certifications.

 

By signing below the undersigned certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection or as a participant in any transaction having that purpose or effect.

 

 
 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

  

 

 

June 9, 2014

 

PRENTICE CAPITAL MANAGEMENT, LP

 

 

By: /s/ Michael Zimmerman                                 

Name: Michael Zimmerman

Title: Chief Executive Officer

 

 

/s/ Michael Zimmerman                                         

Michael Zimmerman

  

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)

 

 

 
 

 

EXHIBIT 1

 

JOINT ACQUISITION STATEMENT

 

PURSUANT TO RULE 13d-1(k)

 

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

 

 

DATED: June 9, 2014

PRENTICE CAPITAL MANAGEMENT, LP

 

/s/ Michael Zimmerman

Name: Michael Zimmerman

Title: Chief Executive Officer

 

 

 

/s/ Michael Zimmerman

Michael Zimmerman