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):
March 12, 2004 (March 12, 2004)
JAKKS PACIFIC, INC.
(Exact Name of registrant as specified in its charter)
Delaware 0-28104 95-4527222
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation)
22619 Pacific Coast Highway 90265
Malibu, California (Zip Code)
(Address of principalexecutive 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
March 12, 2004
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* March 12, 2004 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 March 12, 2004, the Company issued a press release announcing that a
non-cash charge for stock grants which it announced in its February 17, 2004
press release it anticipated would be incurred in 2004, was, after further
consideration of the accounting treatment of such awards, in particular the
determination of the measurement date, incurred in the fourth quarter of 2003,
reducing the Company's previously announced earnings for the quarter and year
ended December 31, 2003. A copy of such March 12, 2004 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: March 12, 2004 JAKKS PACIFIC, INC.
By: /s/ Jack Friedman
- -----------------------
Jack Friedman
Chairman and
Chief Executive Officer
4
Exhibit Index
Exhibit
Number Description
99.1* March 12, 2004 Press Release
-----------------------------
* Filed herewith
5
Exhibit 99.1
JAKKS Pacific Reports 2004 Anticipated Non-Cash Charge for Stock
Grants to Be Realized in 2003
MALIBU, Calif.--(BUSINESS WIRE)--March 12, 2004--JAKKS Pacific,
Inc. (Nasdaq:JAKK), a leading multi-brand company that designs and
markets a broad range of toys, leisure products, craft and writing
instruments, announced its results of operations on February 17, 2004,
for the fourth quarter and the year ended December 31, 2003, and
stated that a non-cash, stock-based compensation expense of $8.3
million related to restricted stock grants would be incurred by the
Company in the first quarter of 2004.
After further consideration of the accounting treatment of such
awards, in particular the determination of the measurement date, the
Company determined that the $8.3 million non-cash, stock-based
compensation related to the restricted stock grants were properly
incurred by the Company in the fourth quarter of 2003, rather than in
the first quarter of 2004.
Consequently, the incurring of the non-cash charge for the
restricted stock grants, which amounted to $8.4 million, or $5.2
million net of tax, in the fourth quarter of 2003 reduced the
Company's previously announced net income for the fourth quarter of
$7.1 million, or $0.29 per diluted share, and net income for the year
of $25.9 million, or $1.05 per diluted share, to net income for the
fourth quarter of 2003 of $1.9 million, or $0.08 per diluted share,
and net income for the year 2003 of $20.7 million, or $0.83 per
diluted share.
The financial results and related disclosures contained in the
Company's report on Form 10-K for the year ended December 31, 2003,
which the Company expects to file on March 15, 2004, will include the
non-cash charge for these restricted stock awards.
About JAKKS Pacific, Inc.
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), Go Fly a Kite(R) and JPI
Color Workshop(TM). 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.
CONTACT: JAKKS Pacific, Inc.
Genna Goldberg, 310-455-6235
or
Integrated Corporate Relations
John F. Mills, 310-295-2215